N-CSR 1 main.htm

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

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-4008

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

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

Scott C. Goebel, Secretary

82 Devonshire St.

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

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

Date of fiscal year end:

October 31

 

 

Date of reporting period:

October 31, 2010

Item 1. Reports to Stockholders

Fidelity's
Broadly Diversified International Equity
Funds

Fidelity® Diversified International Fund
Fidelity International Capital Appreciation Fund
Fidelity Overseas Fund
Fidelity Worldwide Fund

Annual Report

October 31, 2010
(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Fidelity Diversified International Fund

<Click Here>

Shareholder Expense Example

 

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

 

<Click Here>

Report of Independent Registered Public Accounting Firm

Fidelity International Capital Appreciation Fund

<Click Here>

Shareholder Expense Example

 

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

 

<Click Here>

Report of Independent Registered Public Accounting Firm

Fidelity Overseas Fund

<Click Here>

Shareholder Expense Example

 

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

 

<Click Here>

Report of Independent Registered Public Accounting Firm

Fidelity Worldwide Fund

<Click Here>

Shareholder Expense Example

 

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

 

<Click Here>

Report of Independent Registered Public Accounting Firm

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

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

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

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

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

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

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

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the funds nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities staged a rally during the third quarter of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remained about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

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

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

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

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

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Fidelity Diversified International Fund

Shareholder Expense Example

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

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

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010
to October 31, 2010

Diversified International

.96%

 

 

 

Actual

 

$ 1,000.00

$ 1,062.30

$ 4.99

HypotheticalA

 

$ 1,000.00

$ 1,020.37

$ 4.89

Class K

.78%

 

 

 

Actual

 

$ 1,000.00

$ 1,063.00

$ 4.06

HypotheticalA

 

$ 1,000.00

$ 1,021.27

$ 3.97

Class F

.73%

 

 

 

Actual

 

$ 1,000.00

$ 1,063.80

$ 3.80

HypotheticalA

 

$ 1,000.00

$ 1,021.53

$ 3.72

A 5% return per year before expenses

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

Annual Report

Fidelity Diversified International Fund

Performance: The Bottom Line

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

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

Fidelity Diversified International Fund

11.15%

3.34%

5.62%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Diversified International Fund, a class of the fund, on October 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE ® (Europe, Australasia, Far East) Index performed over the same period.

fid46

Annual Report

Fidelity Diversified International Fund

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from William Bower, Portfolio Manager of Fidelity® Diversified International Fund: For the year, the fund's Retail Class shares gained 11.15%, solidly outperforming the 8.49% return of the MSCI EAFE® (Europe, Australasia, Far East) Index. The fund was helped most by strong security selection in the consumer discretionary, materials, technology, financials and health care groups. In terms of countries, my picks in Germany were particularly productive, while underweighting Japan and overweighting China also aided results. Individual contributors included Danish pharmaceutical company Novo Nordisk, German automakers Volkswagen - since sold - and BMW, two out-of-benchmark positions - Chinese Internet search provider Baidu and Taiwanese smart phone manufacturer HTC - German medical equipment company Fresenius and French holding company PPR. Conversely, underweighting industrials hurt, as did overweighting energy. Geographically, unfavorable stock selection in the United Kingdom and China curtailed results. At the issuer level, detractors included out-of-index energy company Transocean, Spanish telecommunications company Telefonica, an out-of-benchmark investment in Canadian energy firm Petrobank Energy & Resources, not owning French luxury goods company and index component Richemont and a since-sold position in Swiss pharmaceutical firm Actelion.

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

Annual Report

Fidelity Diversified International Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

fid48

United Kingdom

18.4%

 

fid50

Japan

11.8%

 

fid52

United States of America

10.4%

 

fid54

Germany

8.1%

 

fid56

Switzerland

7.7%

 

fid58

France

7.0%

 

fid60

Canada

4.3%

 

fid62

Spain

3.9%

 

fid64

Netherlands

3.2%

 

fid66

Other

25.2%

 

fid68

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

As of April 30, 2010

fid48

United Kingdom

17.1%

 

fid50

Japan

15.1%

 

fid52

United States of America

10.7%

 

fid54

France

9.5%

 

fid56

Switzerland

8.0%

 

fid58

Germany

7.6%

 

fid60

Spain

4.2%

 

fid62

Canada

4.0%

 

fid64

Australia

2.8%

 

fid66

Other

21.0%

 

fid80

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

95.9

96.9

Short-Term Investments and Net Other Assets

4.1

3.1

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Nestle SA (Switzerland, Food Products)

2.3

1.9

BP PLC (United Kingdom, Oil, Gas & Consumable Fuels)

2.1

0.9

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

2.0

1.3

Vodafone Group PLC (United Kingdom, Wireless Telecommunication Services)

1.9

1.4

BHP Billiton Ltd. sponsored ADR (Australia, Metals & Mining)

1.7

1.3

Banco Santander SA sponsored ADR (Spain, Commercial Banks)

1.5

1.2

HSBC Holdings PLC (United Kingdom, Commercial Banks)

1.5

2.0

Novo Nordisk AS Series B (Denmark, Pharmaceuticals)

1.4

1.1

Anheuser-Busch InBev SA NV (Belgium, Beverages)

1.1

1.0

Siemens AG (Germany, Industrial Conglomerates)

1.1

0.7

 

16.6

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

20.5

21.3

Consumer Discretionary

13.8

10.3

Energy

11.4

10.6

Materials

10.2

8.8

Information Technology

9.5

10.6

Consumer Staples

9.2

8.9

Industrials

8.2

9.5

Health Care

7.3

9.4

Telecommunication Services

5.4

5.3

Utilities

0.4

2.2

Annual Report

Fidelity Diversified International Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 94.4%

Shares

Value

Argentina - 0.0%

Telecom Argentina SA Class B sponsored ADR

45,100

$ 1,075,184

Australia - 3.1%

AMP Ltd.

14,831,137

77,586,587

BHP Billiton Ltd. sponsored ADR (d)

7,059,600

583,052,364

Centamin Egypt Ltd. (United Kingdom) (a)

173,900

482,002

Newcrest Mining Ltd.

7,469,169

292,394,171

QBE Insurance Group Ltd.

4,150,000

69,846,106

Westfield Group unit

4,650,000

56,395,512

TOTAL AUSTRALIA

1,079,756,742

Bahamas (Nassau) - 0.0%

Petrominerales Ltd.

19,000

486,783

Bailiwick of Guernsey - 0.6%

Resolution Ltd.

50,499,100

211,895,783

Bailiwick of Jersey - 1.7%

Experian PLC

16,227,900

188,626,591

Informa PLC

13,102,770

91,527,749

Randgold Resources Ltd. sponsored ADR

888,300

83,429,136

Shire PLC

2,291,500

53,768,144

WPP PLC

15,153,311

176,073,094

TOTAL BAILIWICK OF JERSEY

593,424,714

Belgium - 1.3%

Ageas

25,335,700

77,874,672

Anheuser-Busch InBev SA NV

6,035,621

378,215,859

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

5,339,200

22,288

Telenet Group Holding NV

35,000

1,461,023

TOTAL BELGIUM

457,573,842

Bermuda - 0.7%

Central European Media Enterprises Ltd. Class A (a)

19,000

437,950

China Green (Holdings) Ltd.

471,000

483,077

GP Investments, Ltd. unit (a)

121,051

512,325

Huabao International Holdings Ltd.

77,697,000

117,078,015

Li & Fung Ltd.

23,006,000

121,541,132

Sihuan Pharmaceutical Holdings Group Ltd.

1,715,000

1,245,664

Vtech Holdings Ltd.

93,100

968,684

TOTAL BERMUDA

242,266,847

Brazil - 1.6%

Banco Bradesco SA

124,600

2,006,842

Banco do Brasil SA

5,700,000

110,904,068

Banco Santander (Brasil) SA ADR

5,000,000

72,000,000

BM&F Bovespa SA

11,250,000

94,234,952

Drogasil SA

2,204,300

55,755,366

Estacio Participacoes SA

2,189,965

32,710,446

Fleury SA

40,400

522,455

 

Shares

Value

Hypermarcas SA (a)

29,700

$ 488,831

Itau Unibanco Banco Multiplo SA ADR

4,088,800

100,420,928

Mills Estruturas e Servicos de Engenharia SA (a)

1,727,100

20,842,560

Porto Seguro SA

33,400

490,830

Souza Cruz Industria Comerico

875,000

44,958,706

Tractebel Energia SA

64,300

978,938

Weg SA

1,248,292

16,120,959

TOTAL BRAZIL

552,435,881

British Virgin Islands - 0.0%

HLS Systems International Ltd. (a)

40,900

516,976

Canada - 4.3%

Agnico-Eagle Mines Ltd. (Canada)

1,250,000

96,945,779

Barrick Gold Corp.

1,500,000

72,242,377

Canadian Natural Resources Ltd.

4,000,000

145,622,120

Fairfax Financial Holdings Ltd. (sub. vtg.)

170,000

69,538,484

Goldcorp, Inc.

1,475,000

65,860,869

InterOil Corp. (a)(d)

560,000

39,860,800

Ivanhoe Mines Ltd. (a)

1,958,400

46,890,997

Loblaw Companies Ltd. (d)

787,000

33,628,258

Niko Resources Ltd.

2,242,600

213,947,426

Open Text Corp. (a)

1,445,400

63,943,963

OZ Optics Ltd. unit (a)(g)

102,000

451,860

Painted Pony Petroleum Ltd. (a)(e)(f)

1,386,600

9,544,006

Painted Pony Petroleum Ltd. Class A (a)(e)

3,125,000

21,509,462

Petrobank Energy & Resources Ltd. (a)(e)

5,625,000

223,863,859

Silver Wheaton Corp. (a)

2,126,900

61,143,944

Suncor Energy, Inc.

3,100,000

99,331,307

Talisman Energy, Inc.

8,454,900

153,280,813

Uranium One, Inc. (a)

20,200,000

82,590,450

TOTAL CANADA

1,500,196,774

Cayman Islands - 0.6%

A8 Digital Music Holdings Ltd.

1,206,000

486,990

BaWang International (Group) Holding Ltd.

15,728,000

6,614,840

Belle International Holdings Ltd.

9,507,000

17,171,166

China Lodging Group Ltd. ADR

19,300

469,183

Consolidated Water Co., Inc.

100,800

1,031,184

Fook Woo Group Holdings Ltd.

1,396,000

493,474

Hengan International Group Co. Ltd.

7,325,500

68,990,357

Hengdeli Holdings Ltd.

74,000,000

41,051,443

Hua Han Bio-Pharmaceutical Holdings Ltd.

1,504,000

506,427

Lijun International Pharmaceutical Holding Ltd.

69,995,000

24,020,216

Microport Scientific Corp.

1,375,000

1,401,387

Silver Base Group Holdings Ltd.

25,672,000

18,745,818

Want Want China Holdings Ltd.

36,665,000

33,820,964

Wasion Group Holdings Ltd.

686,000

499,150

TOTAL CAYMAN ISLANDS

215,302,599

Common Stocks - continued

Shares

Value

China - 1.5%

Agricultural Bank of China (H Shares)

169,770,000

$ 89,580,300

Baidu.com, Inc. sponsored ADR (a)

1,065,700

117,237,657

China Merchants Bank Co. Ltd. (H Shares)

75,991,000

215,681,600

China Resources Land Ltd.

458,000

902,853

Minth Group Ltd.

4,366,000

8,167,328

NetEase.com, Inc. sponsored ADR (a)

1,279,400

53,478,920

Tingyi (Cayman Islands) Holding Corp.

7,700,000

20,960,490

Xinhua Winshare Publishing and Media Co. Ltd.

911,000

541,811

TOTAL CHINA

506,550,959

Colombia - 0.0%

BanColombia SA sponsored ADR

7,400

499,130

Denmark - 2.4%

Carlsberg AS Series B

1,980,450

216,555,709

Novo Nordisk AS Series B

4,627,712

485,827,751

Pandora A/S

1,108,600

53,784,404

William Demant Holding AS (a)

1,250,000

93,695,770

TOTAL DENMARK

849,863,634

Egypt - 0.0%

Commercial International Bank Ltd.

64,500

485,865

Finland - 0.2%

Nokia Corp.

67,000

719,358

Nokia Corp. sponsored ADR (d)

8,000,000

85,440,000

TOTAL FINLAND

86,159,358

France - 7.0%

Accor SA

425,000

17,424,607

Alstom SA

699,330

35,283,980

Atos Origin SA (a)

1,499,892

69,341,397

AXA SA sponsored ADR

9,441,700

172,122,191

BNP Paribas SA

3,958,600

289,455,595

Cap Gemini SA

2,023,500

103,205,785

Carrefour SA

49,000

2,644,061

Casino Guichard Perrachon et Compagnie

16,017

1,504,363

Danone

36,500

2,309,581

Dassault Aviation SA

36,265

30,024,256

Essilor International SA

1,868,672

124,755,853

Euler Hermes SA (a)

440,000

41,417,901

Iliad Group SA (d)

725,000

81,612,022

Lafarge SA (Bearer)

17,200

982,687

LVMH Moet Hennessy - Louis Vuitton

1,943,198

304,454,959

Pernod-Ricard SA

805,100

71,371,535

PPR SA

1,535,200

251,638,947

Sanofi-Aventis

2,590,429

181,443,991

Schneider Electric SA

767,042

108,864,661

SEB SA

5,400

517,477

Societe Generale Series A

4,207,250

251,876,010

 

Shares

Value

Technip SA

1,401,500

$ 117,767,577

Vallourec SA (d)

1,633,946

169,538,935

TOTAL FRANCE

2,429,558,371

Germany - 6.6%

adidas AG

18,300

1,193,476

BASF AG

1,967,023

143,091,101

Bayerische Motoren Werke AG (BMW)

5,114,261

366,557,445

Daimler AG (Germany) (a)

3,665,693

241,922,812

Deutsche Boerse AG

1,721,100

121,082,332

ElringKlinger AG

310,500

10,345,323

Fresenius Medical Care AG & Co. KGaA

2,706,700

172,380,701

Fresenius SE

2,317,000

204,433,185

GFK AG

1,600,000

67,546,549

HeidelbergCement AG

1,700,000

88,906,002

Kabel Deutschland Holding AG

44,300

1,994,402

Linde AG

1,520,355

218,848,266

Metro AG

1,000,000

70,073,422

Munich Re Group

602,751

94,227,707

Rheinmetall AG

553,250

39,845,869

SAP AG

1,153,350

60,132,938

Siemens AG

25,416

2,902,767

Siemens AG sponsored ADR

3,300,000

377,223,000

Symrise AG

90,000

2,733,156

TOTAL GERMANY

2,285,440,453

Greece - 0.0%

Coca-Cola Hellenic Bottling Co. SA sponsored ADR

39,200

997,248

Hong Kong - 0.8%

AIA Group Ltd.

18,365,200

54,612,851

China Insurance International Holdings Co. Ltd. (a)

281,000

1,033,188

China Mobile (Hong Kong) Ltd.

145,000

1,480,786

China Travel International Investment HK Ltd. (a)

4,062,000

969,482

Henderson Land Development Co. Ltd.

11,788,155

83,720,424

Henderson Land Development Co. Ltd. warrants 6/1/11 (a)

2,171,600

840,484

Hopewell Holdings Ltd.

309,500

974,269

Swire Pacific Ltd. (A Shares)

4,577,000

64,953,395

Wharf Holdings Ltd.

10,294,000

67,597,433

TOTAL HONG KONG

276,182,312

India - 1.0%

Adani Enterprises Ltd.

31,720

504,121

Bajaj Holdings & Investment Ltd.

51,421

1,014,557

CESC Ltd. GDR

113,611

951,692

Cipla Ltd.

131,491

1,047,033

DB Corp. Ltd.

83,211

517,100

Grasim Industries Ltd.

3,416

179,604

HDFC Bank Ltd.

1,971,144

101,606,011

Housing Development Finance Corp. Ltd.

4,336,280

67,277,153

Common Stocks - continued

Shares

Value

India - continued

Infrastructure Development Finance Co. Ltd.

11,302,606

$ 51,011,537

Jyothy Laboratories Ltd.

78,521

488,929

KPIT Cummins Infosystems Ltd.

128,981

457,144

Larsen & Toubro Ltd.

844,293

38,625,096

Motherson Sumi Systems Ltd.

116,901

483,428

Oracle Finance Services Software Ltd. (a)

9,100

453,758

Reliance Industries Ltd.

61,982

1,532,945

Rural Electrification Corp. Ltd.

117,280

980,707

Shriram Transport Finance Co. Ltd.

1,091,429

21,703,001

State Bank of India

1,012,201

71,946,768

TOTAL INDIA

360,780,584

Indonesia - 0.1%

PT Bank Rakyat Indonesia Tbk

827,500

1,055,495

PT Perusahaan Gas Negara Tbk Series B

80,497,000

36,476,926

PT Semen Gresik (Persero) Tbk

907,500

995,076

TOTAL INDONESIA

38,527,497

Ireland - 0.4%

CRH PLC

4,883,800

84,338,043

Ingersoll-Rand Co. Ltd.

1,186,300

46,633,453

TOTAL IRELAND

130,971,496

Italy - 2.2%

Fiat SpA

13,462,200

227,780,856

Impregilo SpA (a)

151,300

484,211

Intesa Sanpaolo SpA

30,390,000

106,878,284

Intesa Sanpaolo SpA (Risparmio Shares)

18,000,000

49,315,771

Mediaset SpA

12,409,400

91,515,417

Saipem SpA

6,774,150

300,968,702

TOTAL ITALY

776,943,241

Japan - 11.8%

Canon, Inc. sponsored ADR (d)

4,439,100

204,198,600

Denso Corp.

5,225,000

162,487,556

eAccess Ltd.

42,870

31,272,138

Fanuc Ltd.

710,500

102,858,849

Fast Retailing Co. Ltd.

752,400

98,557,803

Honda Motor Co. Ltd.

4,770,000

171,952,704

Hoya Corp.

2,000,000

46,775,194

Itochu Corp.

8,481,700

74,336,019

Japan Tobacco, Inc.

61,388

190,713,128

JSR Corp.

4,543,500

78,651,613

Keyence Corp.

731,100

181,253,194

Komatsu Ltd.

4,298,900

105,071,267

Mazda Motor Corp.

32,330,000

82,165,026

Mitsubishi Corp.

5,819,600

139,784,919

Mitsubishi UFJ Financial Group, Inc.

47,105,400

218,616,347

Mitsui & Co. Ltd.

13,129,900

206,499,314

Murata Manufacturing Co. Ltd.

641,400

36,067,291

 

Shares

Value

Nintendo Co. Ltd.

473,100

$ 122,581,517

Nippon Electric Glass Co. Ltd.

409,000

5,257,211

Nitori Holdings Co. Ltd.

441,400

38,835,739

NSK Ltd.

11,469,000

86,710,755

NTT DoCoMo, Inc.

46,000

77,541,081

ORIX Corp.

4,020,290

366,707,190

Rakuten, Inc.

196,702

151,553,667

Ricoh Co. Ltd.

5,500,000

76,937,398

ROHM Co. Ltd.

1,346,800

84,018,091

SOFTBANK CORP.

10,973,000

352,398,190

Sony Financial Holdings, Inc.

16,100

56,020,875

Sumitomo Corp.

2,944,600

37,281,016

Sumitomo Mitsui Financial Group, Inc.

5,251,900

156,757,373

Tokai Carbon Co. Ltd.

5,950,000

35,083,044

Tokyo Electron Ltd.

2,698,100

152,235,861

Toyota Motor Corp. sponsored ADR (d)

1,162,100

82,299,922

Yahoo! Japan Corp.

299,774

104,640,393

TOTAL JAPAN

4,118,120,285

Korea (South) - 1.9%

Amorepacific Corp.

106,907

98,873,512

Cheil Worldwide, Inc.

84,120

916,380

Grand Korea Leisure Co. Ltd.

51,900

1,056,923

Hynix Semiconductor, Inc. (a)

48,350

995,378

Hyundai Mipo Dockyard Co. Ltd.

6,050

1,011,472

Hyundai Mobis

4,420

1,100,578

Korea Investment Holdings Co. Ltd.

30,660

966,560

KT Corp.

37,160

1,465,083

LG Corp.

20,438

1,463,103

NCsoft Corp.

405,877

89,332,631

NHN Corp. (a)

744,844

132,144,381

Samchully Co. Ltd.

9,630

1,053,348

Samsung Electronics Co. Ltd.

355,464

235,500,794

Shinhan Financial Group Co. Ltd.

2,186,480

84,678,693

Yuhan Corp.

6,340

899,271

TOTAL KOREA (SOUTH)

651,458,107

Luxembourg - 0.3%

Millicom International Cellular SA

9,900

936,540

SES SA FDR (France) unit

4,182,920

107,181,268

TOTAL LUXEMBOURG

108,117,808

Malaysia - 0.0%

Berjaya Sports Toto Bhd

749,300

1,004,365

Parkson Holdings Bhd

517,400

986,237

Top Glove Corp. Bhd

269,500

476,455

TOTAL MALAYSIA

2,467,057

Mexico - 0.2%

Banco Compartamos SA de CV

69,200

490,208

Wal-Mart de Mexico SA de CV Series V

23,500,000

64,275,131

TOTAL MEXICO

64,765,339

Common Stocks - continued

Shares

Value

Netherlands - 3.2%

AEGON NV (a)

13,650,000

$ 86,488,759

Gemalto NV

1,700,000

77,398,015

ING Groep NV:

(Certificaten Van Aandelen) unit (a)

219,000

2,342,425

sponsored ADR (a)

20,112,800

216,815,984

Koninklijke Ahold NV

5,271,802

72,841,008

Koninklijke KPN NV

9,835,116

164,220,867

Koninklijke Philips Electronics NV

47,250

1,440,873

Koninklijke Philips Electronics NV unit

6,500,600

197,943,270

LyondellBasell Industries NV Class A (a)

2,653,300

71,267,638

Randstad Holdings NV (a)

2,062,625

98,155,353

Reed Elsevier NV

170,500

2,226,793

Wolters Kluwer NV (Certificaten Van Aandelen)

4,925,000

112,010,508

TOTAL NETHERLANDS

1,103,151,493

Netherlands Antilles - 0.4%

Schlumberger Ltd.

1,953,000

136,495,170

Nigeria - 0.0%

Guaranty Trust Bank PLC GDR (Reg. S)

74,000

537,240

Norway - 1.2%

DnB NOR ASA

12,195,600

167,345,287

Pronova BioPharma ASA (a)(d)

13,000,000

21,743,212

Storebrand ASA (A Shares) (a)

4,980,000

36,215,555

Telenor ASA

11,802,200

190,247,604

TOTAL NORWAY

415,551,658

Philippines - 0.0%

Manila Water Co., Inc.

2,331,300

1,014,034

Pepsi-Cola Products Philippines, Inc.

8,284,000

503,992

Universal Robina Corp.

480,000

486,154

TOTAL PHILIPPINES

2,004,180

Poland - 0.0%

Telekomunikacja Polska SA

154,000

980,548

Qatar - 0.1%

Commercial Bank of Qatar GDR (Reg. S)

9,000,000

41,239,492

Russia - 0.2%

Mobile TeleSystems OJSC sponsored ADR

45,300

980,745

OJSC MMC Norilsk Nickel sponsored ADR

2,000,000

37,300,000

Sberbank (Savings Bank of the Russian Federation) GDR

5,300

1,991,165

Uralkali JSC GDR (Reg. S)

725,000

17,943,750

TOTAL RUSSIA

58,215,660

Singapore - 0.0%

SIA Engineering Co. Ltd.

288,000

965,711

Straits Asia Resources Ltd.

558,000

987,267

TOTAL SINGAPORE

1,952,978

 

Shares

Value

South Africa - 0.5%

African Bank Investments Ltd.

188,900

$ 969,167

African Rainbow Minerals Ltd.

38,200

974,543

AngloGold Ashanti Ltd.

21,000

984,902

AngloGold Ashanti Ltd. sponsored ADR

1,750,000

82,442,500

Aveng Ltd.

165,600

1,040,164

City Lodge Hotels Ltd.

44,000

513,487

Harmony Gold Mining Co. Ltd.

90,300

1,036,985

Illovo Sugar Ltd.

262,700

975,039

Impala Platinum Holdings Ltd.

1,232,700

34,842,664

Mr Price Group Ltd.

124,400

1,130,514

Naspers Ltd. Class N

690,100

36,235,656

Shoprite Holdings Ltd.

728,800

10,301,964

Standard Bank Group Ltd.

61,700

909,859

Sun International Ltd.

71,000

993,283

TOTAL SOUTH AFRICA

173,350,727

Spain - 3.9%

Banco Bilbao Vizcaya Argentaria SA

6,400,000

84,295,123

Banco Santander SA sponsored ADR

40,900,000

523,929,000

Enagas SA

1,662,431

36,629,358

Gestevision Telecinco SA

3,503,300

44,681,196

Inditex SA (d)

2,314,910

193,297,103

Obrascon Huarte Lain SA

30,400

994,475

Prosegur Compania de Seguridad SA (Reg.)

1,216,300

72,875,633

Red Electrica Corporacion SA

1,450,000

72,825,363

Telefonica SA

12,400,723

335,014,393

TOTAL SPAIN

1,364,541,644

Sweden - 0.9%

H&M Hennes & Mauritz AB (B Shares)

5,753,543

202,703,547

Swedbank AB (A Shares) (a)

8,311,300

115,994,481

TOTAL SWEDEN

318,698,028

Switzerland - 7.7%

Adecco SA (Reg.)

24,000

1,340,986

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

32,400

1,184,944

Clariant AG (Reg.) (a)

5,152,500

87,100,726

Kuehne & Nagel International AG

1,440,840

178,138,089

Lonza Group AG

609,718

53,362,326

Nestle SA

14,605,918

799,775,457

Novartis AG

72,700

4,211,153

Novartis AG sponsored ADR (d)

3,011,300

174,504,835

Roche Holding AG (participation certificate)

983,512

144,376,984

Schindler Holding AG:

(participation certificate)

14,300

1,532,636

(Reg.)

1,278,570

138,982,059

Sonova Holding AG Class B

865,781

100,268,232

Syngenta AG (Switzerland)

590,110

163,343,743

Common Stocks - continued

Shares

Value

Switzerland - continued

Tecan Group AG

342,635

$ 23,843,651

Transocean Ltd. (a)

2,625,000

166,320,000

Transocean, Inc. (a)

22,160

1,403,643

UBS AG (a)

19,336,655

328,382,161

Zurich Financial Services AG

1,268,730

310,496,324

TOTAL SWITZERLAND

2,678,567,949

Taiwan - 1.3%

Advantech Co. Ltd.

195,000

532,658

Chroma ATE, Inc.

417,000

1,073,668

Delta Electronics, Inc.

244,000

1,008,528

Giant Manufacturing Co. Ltd.

261,000

1,027,626

Hon Hai Precision Industry Co. Ltd. (Foxconn)

19,141,040

72,548,952

HTC Corp.

13,847,000

312,637,710

Powertech Technology, Inc.

324,000

1,069,237

Synnex Technology International Corp.

423,000

1,035,213

Taiwan Fertilizer Co. Ltd.

15,418,000

52,644,372

TOTAL TAIWAN

443,577,964

Thailand - 0.0%

Charoen Pokphand Foods PCL (For. Reg.)

621,900

483,977

Turkey - 0.0%

Hurriyet Gazetecilik ve Matbaacilik AS

394,044

453,303

Koc Holding AS

203,000

969,497

TOTAL TURKEY

1,422,800

United Kingdom - 18.4%

Anglo American PLC (United Kingdom)

2,523,300

117,561,865

Associated British Foods PLC

4,920,900

82,545,689

Barclays PLC

34,210,000

150,315,042

BG Group PLC

11,074,979

215,675,618

BHP Billiton PLC

4,748,480

168,193,866

BP PLC

279,500

1,899,571

BP PLC sponsored ADR

17,725,000

723,711,750

British Airways PLC (a)

316,000

1,370,498

British American Tobacco PLC:

(United Kingdom)

91,200

3,473,947

sponsored ADR

2,163,700

164,938,851

Britvic PLC

4,600,700

35,557,760

Burberry Group PLC

6,982,900

114,002,187

Cable & Wireless PLC

1,154,800

988,912

Capita Group PLC

22,817,500

280,209,848

Carphone Warehouse Group PLC

12,014,300

58,612,325

Centrica PLC

502,000

2,671,816

Ensco International Ltd. ADR

10,500

486,570

GlaxoSmithKline PLC

9,537,800

186,226,415

GlaxoSmithKline PLC sponsored ADR

4,130,400

161,250,816

HSBC Holdings PLC:

(United Kingdom)

434,871

4,525,417

sponsored ADR

9,939,900

517,968,189

 

Shares

Value

Imperial Tobacco Group PLC

99,050

$ 3,172,272

Inchcape PLC (a)

18,399,998

102,795,215

International Personal Finance PLC

104,600

521,189

ITV PLC (a)

84,576,200

92,481,316

Johnson Matthey PLC

1,813,800

55,620,451

Kalahari Minerals PLC (a)

186,400

523,368

Kazakhmys PLC

45,100

950,902

Lloyds Banking Group PLC (a)

221,683,500

243,627,024

Lonmin PLC (a)

34,400

963,943

Misys PLC (a)

15,000,355

67,628,352

Next PLC

970,700

35,536,480

Ocado Group PLC (a)

6,000,000

13,429,221

Pearson PLC

10,425,200

159,651,691

Premier Oil PLC (a)

19,171

516,316

Prudential PLC

171,500

1,734,339

QinetiQ Group PLC

20,900,000

35,962,820

Reckitt Benckiser Group PLC

5,197,800

290,718,447

Rio Tinto PLC

45,550

2,958,115

Rio Tinto PLC sponsored ADR

3,501,000

227,985,120

Royal Dutch Shell PLC:

Class A (United Kingdom)

162,500

5,274,678

Class A sponsored ADR

4,900,000

318,157,000

Class B ADR

10,800,000

694,656,000

Standard Chartered PLC:

rights 11/5/10 (a)

12,287

103,448

(United Kingdom)

3,835,644

110,952,977

TalkTalk Telecom Group PLC (a)

20,856,732

44,075,194

Tesco PLC

28,030,100

191,691,612

Vedanta Resources PLC

1,525,000

50,698,034

Vodafone Group PLC

1,664,000

4,548,148

Vodafone Group PLC sponsored ADR

23,309,200

641,236,092

TOTAL UNITED KINGDOM

6,390,356,716

United States of America - 6.3%

Anadarko Petroleum Corp.

2,715,900

167,217,963

Apple, Inc. (a)

700,800

210,849,696

Avon Products, Inc.

35,800

1,090,110

C. R. Bard, Inc.

1,030,000

85,613,600

Central European Distribution Corp. (a)

41,700

1,041,249

CF Industries Holdings, Inc.

899,500

110,215,735

Chevron Corp.

1,060,000

87,566,600

China-Biotics, Inc. (a)

39,200

491,568

Citigroup, Inc. (a)

16,600,000

69,222,000

Corning, Inc.

53,500

977,980

eBay, Inc. (a)

2,883,600

85,960,116

First Cash Financial Services, Inc. (a)

17,900

520,353

Google, Inc. Class A (a)

406,608

249,246,638

Gran Tierra Energy, Inc. (a)

64,500

481,170

Hewlett-Packard Co.

1,200,000

50,472,000

Illumina, Inc. (a)

1,027,800

55,819,818

Jacobs Engineering Group, Inc. (a)

1,150,000

44,401,500

JPMorgan Chase & Co.

1,605,800

60,426,254

Common Stocks - continued

Shares

Value

United States of America - continued

Lear Corp. (a)

206,100

$ 18,219,240

Medco Health Solutions, Inc. (a)

2,286,700

120,120,351

Morgan Stanley

2,504,100

62,276,967

Newmont Mining Corp.

1,000,000

60,870,000

Philip Morris International, Inc.

2,212,900

129,454,650

QUALCOMM, Inc.

22,100

997,373

Regions Financial Corp.

7,913,500

49,855,050

SanDisk Corp. (a)

2,180,900

81,958,222

Schweitzer-Mauduit International, Inc. (e)

1,297,914

83,300,121

The Walt Disney Co.

1,423,200

51,391,752

The Western Union Co.

56,700

997,920

Visa, Inc. Class A

1,400,000

109,438,000

Wells Fargo & Co.

6,137,200

160,058,176

TOTAL UNITED STATES OF AMERICA

2,210,552,172

TOTAL COMMON STOCKS

(Cost $26,841,115,573)

32,884,501,265

Nonconvertible Preferred Stocks - 1.5%

 

 

 

 

Germany - 1.5%

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

800,000

38,949,469

ProSiebenSat.1 Media AG

5,548,800

146,619,469

Volkswagen AG

2,232,900

335,552,622

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $305,707,723)

521,121,560

Money Market Funds - 5.6%

Shares

Value

Fidelity Cash Central Fund, 0.23% (b)

1,313,905,689

$ 1,313,905,689

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

620,968,677

620,968,677

TOTAL MONEY MARKET FUNDS

(Cost $1,934,874,366)

1,934,874,366

TOTAL INVESTMENT
PORTFOLIO - 101.5%

(Cost $29,081,697,662)

35,340,497,191

NET OTHER ASSETS (LIABILITIES) - (1.5)%

(521,262,073)

NET ASSETS - 100%

$ 34,819,235,118

Legend

(a) Non-income producing

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

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

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

(e) Affiliated company

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $9,544,006 or 0.0% of net assets.

(g) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $451,860 or 0.0% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost

OZ Optics Ltd. unit

8/18/00

$ 1,505,520

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 1,916,208

Fidelity Securities Lending Cash Central Fund

21,351,864

Total

$ 23,268,072

Other Affiliated Issuers

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

Affiliate

Value,
beginning of period

Purchases

Sales Proceeds

Dividend Income

Value,
end of
period

Bovis Homes Group PLC

$ 49,028,663

$ -

$ 40,862,474

$ -

$ -

easyJet PLC

168,495,470

-

164,901,608

-

-

Informa PLC

163,485,254

209,835

123,704,482

5,004,506

-

Niko Resources Ltd.

204,266,519

3,831,199

32,663,592

287,709

-

Painted Pony Petroleum Ltd. 144A

3,676,731

4,520,708

-

-

9,544,006

Painted Pony Petroleum Ltd. Class A

3,972,148

15,732,670

-

-

21,509,462

Petrobank Energy & Resources Ltd.

239,355,866

7,034,675

-

-

223,863,859

Pronova BioPharma ASA

48,182,882

1,312,775

8,079,938

-

-

Resolution Ltd.

-

203,988,590

3,235,783

4,279,791

-

Schweitzer-Mauduit International, Inc.

-

66,984,142

-

319,904

83,300,121

Tecan Group AG

67,537,277

-

49,592,334

749,837

-

Trican Well Service Ltd.

81,839,590

-

104,622,102

436,015

-

Total

$ 1,029,840,400

$ 303,614,594

$ 527,662,313

$ 11,077,762

$ 338,217,448

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United Kingdom

$ 6,390,356,716

$ 5,463,203,141

$ 927,153,575

$ -

Japan

4,118,120,285

1,480,235,031

2,637,885,254

-

Germany

2,806,562,013

2,571,145,607

235,416,406

-

Switzerland

2,678,567,949

2,182,630,892

495,937,057

-

France

2,429,558,371

2,248,114,380

181,443,991

-

United States of America

2,210,552,172

2,210,552,172

-

-

Canada

1,500,196,774

1,499,744,914

-

451,860

Spain

1,364,541,644

945,232,128

419,309,516

-

Netherlands

1,103,151,493

1,010,652,643

92,498,850

-

Other

8,804,015,408

7,896,535,647

907,479,761

-

Money Market Funds

1,934,874,366

1,934,874,366

-

-

Total Investments in Securities:

$ 35,340,497,191

$ 29,442,920,921

$ 5,897,124,410

$ 451,860

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

Investments in Securities:

Beginning Balance

$ 481,440

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

(29,580)

Cost of Purchases

-

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in to Level 3

-

Transfers out of Level 3

-

Ending Balance

$ 451,860

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at October 31, 2010

$ (29,580)

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

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $5,177,653,127 of which $956,598,602, $3,601,913,096 and $619,141,429 will expire on October 31, 2016, 2017 and 2018, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

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

Annual Report

Fidelity Diversified International Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $599,538,721) - See accompanying schedule:

Unaffiliated issuers (cost $26,810,900,728)

$ 33,067,405,377

 

Fidelity Central Funds (cost $1,934,874,366)

1,934,874,366

 

Other affiliated issuers (cost $335,922,568)

338,217,448

 

Total Investments (cost $29,081,697,662)

 

$ 35,340,497,191

Cash

1,944,256

Receivable for investments sold

152,958,867

Receivable for fund shares sold

42,373,584

Dividends receivable

93,945,387

Distributions receivable from
Fidelity Central Funds

250,116

Other receivables

3,118,617

Total assets

35,635,088,018

 

 

 

Liabilities

Payable for investments purchased

$ 114,316,055

Payable for fund shares redeemed

49,570,390

Accrued management fee

19,084,476

Other affiliated payables

5,585,364

Other payables and accrued
expenses

6,327,938

Collateral on securities loaned,
at value

620,968,677

Total liabilities

815,852,900

 

 

 

Net Assets

$ 34,819,235,118

Net Assets consist of:

 

Paid in capital

$ 33,386,450,830

Undistributed net investment income

424,022,673

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

(5,250,875,923)

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

6,259,637,538

Net Assets

$ 34,819,235,118

 

 

 

Diversified International:
Net Asset Value
, offering price and redemption price per share ($26,527,228,516 ÷ 899,570,270 shares)

$ 29.49

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($7,697,404,912 ÷
260,809,944 shares)

$ 29.51

 

 

 

Class F:
Net Asset Value
, offering price and redemption price per share ($594,601,690 ÷
20,144,672 shares)

$ 29.52

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends (including $11,077,762 earned from other affiliated issuers)

 

$ 865,768,030

Interest

 

7,798

Income from Fidelity Central Funds

 

23,268,072

Income before foreign taxes withheld

 

889,043,900

Less foreign taxes withheld

 

(76,318,519)

Total income

 

812,725,381

 

 

 

Expenses

Management fee
Basic fee

$ 250,126,269

Performance adjustment

(1,938,601)

Transfer agent fees

73,940,178

Accounting and security
lending fees

2,719,020

Custodian fees and expenses

6,509,391

Independent trustees' compensation

202,342

Appreciation in deferred trustee compensation account

10

Registration fees

239,837

Audit

225,084

Legal

218,627

Interest

393

Miscellaneous

491,243

Total expenses before reductions

332,733,793

Expense reductions

(6,448,403)

326,285,390

Net investment income (loss)

486,439,991

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $1,783,507)

(337,674,020)

Other affiliated issuers

(213,110,117)

 

Foreign currency transactions

(11,019,334)

Capital gain distributions from Fidelity Central Funds

50,714

Total net realized gain (loss)

 

(561,752,757)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $3,976,979)

3,611,091,904

Assets and liabilities in foreign currencies

3,060,095

Total change in net unrealized appreciation (depreciation)

 

3,614,151,999

Net gain (loss)

3,052,399,242

Net increase (decrease) in net assets resulting from operations

$ 3,538,839,233

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

Annual Report

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 486,439,991

$ 476,097,261

Net realized gain (loss)

(561,752,757)

(3,390,561,829)

Change in net unrealized appreciation (depreciation)

3,614,151,999

9,739,007,983

Net increase (decrease) in net assets resulting from operations

3,538,839,233

6,824,543,415

Distributions to shareholders from net investment income

(474,506,693)

(412,836,673)

Share transactions - net increase (decrease)

(3,995,252,806)

129,291,951

Redemption fees

822,251

1,098,454

Total increase (decrease) in net assets

(930,098,015)

6,542,097,147

 

 

 

Net Assets

Beginning of period

35,749,333,133

29,207,235,986

End of period (including undistributed net investment income of $424,022,673 and undistributed net investment income of $412,089,844, respectively)

$ 34,819,235,118

$ 35,749,333,133

Financial Highlights - Diversified International

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 26.86

$ 21.96

$ 45.41

$ 37.58

$ 30.80

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .37

.35

.55

.47

.46

Net realized and unrealized gain (loss)

  2.61

4.86

(20.96)

10.23

7.33

Total from investment operations

  2.98

5.21

(20.41)

10.70

7.79

Distributions from net investment income

  (.35)

(.31)

(.47)

(.36)

(.28)

Distributions from net realized gain

  -

-

(2.57)

(2.51)

(.73)

Total distributions

  (.35)

(.31)

(3.04)

(2.87)

(1.01)

Redemption fees added to paid in capital B, F

  -

-

-

-

-

Net asset value, end of period

$ 29.49

$ 26.86

$ 21.96

$ 45.41

$ 37.58

Total Return A

  11.15%

24.32%

(48.04)%

30.37%

25.89%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  .98%

1.01%

1.04%

.93%

1.01%

Expenses net of fee waivers, if any

  .98%

1.01%

1.04%

.93%

1.01%

Expenses net of all reductions

  .96%

.99%

1.02%

.91%

.97%

Net investment income (loss)

  1.34%

1.58%

1.53%

1.20%

1.32%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 26,527,229

$ 30,998,270

$ 28,274,961

$ 59,929,942

$ 43,965,189

Portfolio turnover rate D

  57%

54%

49%

51%

59%

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

B Calculated based on average shares outstanding during the period.

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

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

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

F Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class K

Years ended October 31,

2010

2009

2008 G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 26.89

$ 21.98

$ 38.39

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .42

.42

.16

Net realized and unrealized gain (loss)

  2.61

4.85

(16.57)

Total from investment operations

  3.03

5.27

(16.41)

Distributions from net investment income

  (.41)

(.36)

-

Redemption fees added to paid in capital D,I

  -

-

-

Net asset value, end of period

$ 29.51

$ 26.89

$ 21.98

Total Return B, C

  11.33%

24.64%

(42.75)%

Ratios to Average Net Assets E, H

 

 

 

Expenses before reductions

  .79%

.77%

.88% A

Expenses net of fee waivers, if any

  .79%

.77%

.88% A

Expenses net of all reductions

  .77%

.76%

.87% A

Net investment income (loss)

  1.54%

1.81%

1.45% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 7,697,405

$ 4,713,909

$ 932,275

Portfolio turnover rate F

  57%

54%

49%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

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

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

I Amount represents less than $.01 per share.

Financial Highlights - Class F

Years ended October 31,

2010

2009 G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 26.89

$ 23.29

Income from Investment Operations

 

 

Net investment income (loss) D

  .43

(.02)

Net realized and unrealized gain (loss)

  2.62

3.62

Total from investment operations

  3.05

3.60

Distributions from net investment income

  (.42)

-

Redemption fees added to paid in capital D,I

  -

-

Net asset value, end of period

$ 29.52

$ 26.89

Total Return B, C

  11.41%

15.46%

Ratios to Average Net Assets E, H

 

 

Expenses before reductions

  .73%

.71% A

Expenses net of fee waivers, if any

  .73%

.71% A

Expenses net of all reductions

  .72%

.70% A

Net investment income (loss)

  1.59%

(.19)% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 594,602

$ 37,155

Portfolio turnover rate F

  57%

54%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

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

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

I Amount represents less than $.01 per share.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Diversified International Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Diversified International, Class K and Class F shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class F shares of the Fund are only available for purchase by mutual funds for which Fidelity Management & Research Company (FMR) or an affiliate serves as investment manager. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

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

3. Significant Accounting Policies.

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

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

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

Level 1 - quoted prices in active markets for identical investments

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

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

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

Investments in open-end mutual funds,including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

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

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

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

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

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

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

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

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

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

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Gross unrealized appreciation

$ 7,056,729,422

Gross unrealized depreciation

(962,448,025)

Net unrealized appreciation (depreciation)

$ 6,094,281,397

 

 

Tax Cost

$ 29,246,215,794

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

Undistributed ordinary income

$ 515,990,332

Capital loss carryforward

$ (5,177,653,127)

Net unrealized appreciation (depreciation)

$ (6,099,096,385)

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 474,506,693

$ 412,836,673

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

4. Operating Policies.

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

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $19,113,606,387 and $23,210,049,761, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of Diversified International as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .70% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of Diversified International. FIIOC receives an asset-based fee of Class K's average net assets. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

 

Amount

% of
Average
Net Assets

Diversified International

70,681,751

.25

Class K

3,258,427

.05

 

$ 73,940,178

 

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $73,316 for the period.

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

Borrower or Lender

Average Daily
Loan Balance

Weighted Average
Interest Rate

Interest
Expense

Borrower

$ 30,883,000

.46%

$ 393

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $139,855 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $21,351,864. During the period, there were no securities loaned to FCM.

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $6,448,114 for the period. In addition, through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $289.

Annual Report

Notes to Financial Statements - continued

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009A

From net investment income

 

 

Diversified International

$ 398,456,259

$ 394,538,470

Class K

74,880,028

18,298,203

Class F

1,170,406

-

Total

$ 474,506,693

$ 412,836,673

A Distributions to shareholders for Class F are for the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009A

2010

2009A

Diversified International

 

 

 

 

Shares sold

179,662,935

266,412,212

$ 4,893,668,837

$ 5,884,913,394

Conversion to Class K B

-

(113,348,310)

-

(2,310,072,040)

Reinvestment of distributions

13,627,007

20,012,374

384,281,814

380,635,740

Shares redeemed

(447,584,331)

(307,025,690)

(12,092,134,122)

(6,660,643,668)

Net increase (decrease)

(254,294,389)

(133,949,414)

$ (6,814,183,471)

$ (2,705,166,574)

Class K

 

 

 

 

Shares sold

151,794,829

46,252,428

$ 4,125,917,772

$ 1,096,724,275

Conversion from Diversified InternationalB

-

113,393,333

-

2,310,072,040

Reinvestment of distributions

2,657,205

963,570

74,880,028

18,298,203

Shares redeemed

(68,937,812)

(27,732,811)

(1,889,669,527)

(629,090,058)

Net increase (decrease)

85,514,222

132,876,520

$ 2,311,128,273

$ 2,796,004,460

Class F

 

 

 

 

Shares sold

24,587,499

1,396,615

$ 664,182,809

$ 38,873,992

Reinvestment of distributions

41,548

-

1,170,406

-

Shares redeemed

(5,866,038)

(14,952)

(157,550,823)

(419,927)

Net increase (decrease)

18,763,009

1,381,663

$ 507,802,392

$ 38,454,065

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

B Conversion transactions for Class K and Diversified International are presented for the period November 1, 2008 through August 31, 2009.

12. Other.

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

Annual Report

Report of Independent Registered Public Accounting Firm

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

We have audited the accompanying statement of assets and liabilities of Fidelity Diversified International Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

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

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

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 17, 2010

Annual Report

Fidelity International Capital Appreciation Fund

Shareholder Expense Example

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

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

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010
to October 31, 2010

Actual

1.08%

$ 1,000.00

$ 1,078.60

$ 5.66

Hypothetical (5% return per year before expenses)

 

$ 1,000.00

$ 1,019.76

$ 5.50

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

Annual Report

Fidelity International Capital Appreciation Fund

Performance: The Bottom Line

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

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10 years

Fidelity International Capital Appreciation Fund A

19.12%

2.78%

3.42%

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

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity International Capital Appreciation Fund on October 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the MSCI ACWISM (All Country World Index) ex USA Index performed over the same period.

fid82

Annual Report

Fidelity International Capital Appreciation Fund

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Sammy Simnegar, Portfolio Manager of Fidelity® International Capital Appreciation Fund: During the year, the fund returned 19.12%, well ahead of the MSCI index. Stock selection and an overweighting in consumer discretionary added the most value, followed by favorable picks in information technology and several other sectors. Geographically, an underweighting and strong stock picks in Japan lifted performance, as did security selection in Brazil and South Korea. A meaningful stake in strong-performing U.S. stocks also helped. Grande Cache Coal and Western Coal, two Canadian producers of metallurgical coal, were key contributors to performance, along with casino operator Las Vegas Sands, minimal exposure to energy giant BP, and two LED (light-emitting diode) plays, Veeco Instruments and Rubicon Technology. Conversely, stock picking in financials and telecommunication services modestly detracted, while at the country level our positioning in Greece and Belgium was lackluster. First Uranium, a Canadian mining company with assets in South Africa, was hampered by its weak balance sheet. National Bank of Greece, Belgian insurer Ageas and OPTI Canada, a small Canadian oil company, also detracted. Many of the stocks I've mentioned were out-of-benchmark positions, and a number of them were sold during the period.

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

Annual Report

Fidelity International Capital Appreciation Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

fid48

United Kingdom

10.7%

 

fid50

United States of America

9.1%

 

fid52

India

8.1%

 

fid54

Japan

7.5%

 

fid56

France

7.0%

 

fid58

Canada

5.6%

 

fid60

Brazil

5.6%

 

fid62

Cayman Islands

4.6%

 

fid64

China

3.5%

 

fid66

Other

38.3%

 

fid94

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

As of April 30, 2010

fid48

Japan

14.3%

 

fid50

United Kingdom

10.2%

 

fid52

France

8.5%

 

fid54

United States of America

7.3%

 

fid56

Germany

4.9%

 

fid58

Netherlands

4.9%

 

fid60

Spain

4.8%

 

fid62

Canada

4.8%

 

fid64

Australia

3.6%

 

fid66

Other

36.7%

 

fid106

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

99.0

98.9

Bonds

0.0

0.6

Short-Term Investments and Net Other Assets

1.0

0.5

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

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

1.8

1.8

Telefonica SA sponsored ADR (Spain, Diversified Telecommunication Services)

1.2

1.1

Banco Santander SA sponsored ADR (Spain, Commercial Banks)

1.1

1.3

British American Tobacco PLC (United Kingdom) (United Kingdom, Tobacco)

1.0

0.9

BG Group PLC (United Kingdom, Oil, Gas & Consumable Fuels)

1.0

0.9

BNP Paribas SA (France, Commercial Banks)

0.9

1.0

Anglo American PLC (United Kingdom) (United Kingdom, Metals & Mining)

0.9

0.9

Daimler AG (Germany) (Germany, Automobiles)

0.8

0.8

Standard Chartered PLC (United Kingdom) (United Kingdom, Commercial Banks)

0.9

0.0

Itau Unibanco Banco Multiplo SA ADR (Brazil, Commercial Banks)

0.8

0.0

 

10.4

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Discretionary

21.9

12.2

Financials

21.8

24.6

Materials

12.1

9.6

Consumer Staples

11.1

8.9

Information Technology

9.1

8.3

Industrials

9.0

12.3

Energy

7.2

8.7

Telecommunication Services

4.0

4.9

Health Care

2.3

5.7

Utilities

0.5

4.3

Annual Report

Fidelity International Capital Appreciation Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 97.8%

Shares

Value

Australia - 1.7%

Fortescue Metals Group Ltd. (a)

531,427

$ 3,253,828

JB Hi-Fi Ltd. (d)

156,362

3,045,219

Newcrest Mining Ltd.

108,241

4,237,290

TOTAL AUSTRALIA

10,536,337

Austria - 0.5%

Erste Bank AG

76,500

3,452,041

Bailiwick of Jersey - 0.5%

Randgold Resources Ltd. sponsored ADR

37,067

3,481,333

Belgium - 1.3%

Anheuser-Busch InBev SA NV

75,516

4,732,131

KBC Groupe SA (a)

75,925

3,301,961

TOTAL BELGIUM

8,034,092

Bermuda - 1.1%

China Yurun Food Group Ltd.

800,000

3,111,756

Petra Diamonds Ltd. (a)

2,430,100

3,533,247

TOTAL BERMUDA

6,645,003

Brazil - 5.6%

Anhanguera Educacional Participacoes SA unit

177,410

3,514,412

Banco do Brasil SA

181,000

3,521,691

BR Malls Participacoes SA

328,800

3,140,724

Cia Hering SA

60,000

2,953,797

Iguatemi Empresa de Shopping Centers SA

130,900

3,054,744

Itau Unibanco Banco Multiplo SA ADR (a)(e)

217,400

5,339,344

Lojas Renner SA

86,100

3,401,082

Mills Estruturas e Servicos de Engenharia SA (a)

292,900

3,534,703

Natura Cosmeticos SA

116,200

3,326,440

TIM Participacoes SA sponsored ADR (non-vtg.)

98,034

3,162,577

TOTAL BRAZIL

34,949,514

Canada - 5.6%

Cline Mining Corp. (a)

488,500

1,288,425

Cline Mining Corp. (a)(e)(f)

601,400

1,586,201

Consolidated Thompson Iron Mines Ltd. (a)

321,600

3,115,411

Goldcorp, Inc.

101,300

4,523,191

Grande Cache Coal Corp. (a)

445,000

3,054,221

Niko Resources Ltd.

33,700

3,215,031

Petrobank Energy & Resources Ltd. (a)

84,700

3,370,892

Suncor Energy, Inc.

156,200

5,005,016

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

87,100

3,894,264

Uranium One, Inc. (a)

749,100

3,062,797

Western Coal Corp. (a)

429,500

2,905,726

TOTAL CANADA

35,021,175

 

Shares

Value

Cayman Islands - 4.6%

Belle International Holdings Ltd.

1,803,000

$ 3,256,507

Bosideng International Holdings Ltd.

6,428,000

3,250,800

Ctrip.com International Ltd. sponsored ADR (a)

64,245

3,345,237

Hengan International Group Co. Ltd.

359,500

3,385,712

Hengdeli Holdings Ltd.

5,984,000

3,319,619

Kingdee International Software Group Co. Ltd.

5,506,000

2,905,279

Maoye International Holdings Ltd. (d)

6,678,000

2,877,538

Shenguan Holdings Group Ltd.

2,362,000

3,077,723

Trina Solar Ltd. ADR (a)(d)

120,120

3,214,411

TOTAL CAYMAN ISLANDS

28,632,826

China - 3.5%

Agricultural Bank of China (H Shares)

6,840,000

3,609,173

Baidu.com, Inc. sponsored ADR (a)

27,700

3,047,277

China Life Insurance Co. Ltd. (H Shares)

942,000

4,141,302

Digital China Holdings Ltd. (H Shares)

774,000

1,397,968

Golden Eagle Retail Group Ltd. (H Shares)

1,262,000

3,353,936

Shandong Weigao Group Medical Polymer Co. Ltd. (H Shares)

1,240,000

3,287,470

Tingyi (Cayman Islands) Holding Corp.

1,238,000

3,370,011

TOTAL CHINA

22,207,137

Cyprus - 0.5%

AFI Development PLC:

(B Shares) (a)

2,086,976

2,332,196

GDR (Reg. S)

647,076

763,550

TOTAL CYPRUS

3,095,746

Denmark - 1.8%

Carlsberg AS Series B

31,900

3,488,160

Novo Nordisk AS Series B sponsored ADR

47,400

4,967,520

Pandora A/S

65,000

3,153,515

TOTAL DENMARK

11,609,195

France - 7.0%

Atos Origin SA (a)

62,652

2,896,460

BNP Paribas SA

78,491

5,739,317

Carrefour SA

81,262

4,384,933

Christian Dior SA

24,400

3,529,246

Credit Agricole SA

224,700

3,681,558

Edenred (a)

154,200

3,229,152

Iliad Group SA

28,014

3,153,489

LVMH Moet Hennessy - Louis Vuitton

29,941

4,691,074

PPR SA

21,600

3,540,517

Schneider Electric SA

31,632

4,489,463

Societe Generale Series A

75,869

4,542,060

TOTAL FRANCE

43,877,269

Germany - 2.7%

Bayerische Motoren Werke AG (BMW)

59,620

4,273,179

Common Stocks - continued

Shares

Value

Germany - continued

Daimler AG (Germany) (a)

82,599

$ 5,451,243

HeidelbergCement AG

69,288

3,623,599

MAN SE

33,088

3,637,184

TOTAL GERMANY

16,985,205

Hong Kong - 1.2%

AIA Group Ltd.

328,800

977,757

China Unicom (Hong Kong) Ltd. sponsored ADR

233,200

3,264,800

Emperor Watch & Jewellery Ltd.

22,770,000

3,260,726

TOTAL HONG KONG

7,503,283

India - 8.1%

Adani Enterprises Ltd.

209,230

3,325,258

Asian Paints India Ltd.

50,045

3,034,596

Bank of Baroda

134,838

3,199,223

Crompton Greaves Ltd.

426,240

3,057,485

Gitanjali Gems Ltd.

497,354

3,326,353

Housing Development Finance Corp. Ltd.

230,367

3,574,132

INFO Edge India Ltd.

205,665

3,156,778

Infrastructure Development Finance Co. Ltd.

692,917

3,127,311

ITC Ltd.

841,795

3,251,332

Jain Irrigation Systems Ltd.

641,145

3,355,796

LIC Housing Finance Ltd.

95,867

2,899,369

Rural Electrification Corp. Ltd.

367,850

3,075,998

Sun TV Ltd.

268,262

3,021,844

Titan Industries Ltd.

39,088

3,132,463

United Spirits Ltd.

83,256

2,808,352

Voltas Ltd.

584,504

3,233,398

TOTAL INDIA

50,579,688

Indonesia - 1.1%

PT Bank Rakyat Indonesia Tbk

2,692,500

3,434,346

PT Mayora Indah Tbk

306,000

412,565

PT Mitra Adiperkasa Tbk

11,656,000

3,325,625

TOTAL INDONESIA

7,172,536

Italy - 0.6%

Saipem SpA

82,303

3,656,640

Japan - 7.5%

Canon, Inc. sponsored ADR (d)

109,200

5,023,200

eAccess Ltd.

4,117

3,003,205

Fanuc Ltd.

29,000

4,198,320

Itochu Corp.

398,700

3,494,320

Komatsu Ltd.

176,500

4,313,913

Marubeni Corp.

566,000

3,555,565

Mitsubishi Corp.

180,300

4,330,748

Mitsui & Co. Ltd.

272,500

4,285,719

Nitori Holdings Co. Ltd.

40,250

3,541,320

ORIX Corp.

41,210

3,758,934

 

Shares

Value

Rakuten, Inc.

4,704

$ 3,624,307

SOFTBANK CORP.

120,400

3,866,649

TOTAL JAPAN

46,996,200

Korea (South) - 1.2%

Hyundai Motor Co.

28,116

4,250,529

Lock & Lock Co. Ltd.

94,190

3,115,934

TOTAL KOREA (SOUTH)

7,366,463

Malaysia - 1.1%

Genting Bhd

1,022,300

3,430,669

QSR Brands Bhd

1,944,500

3,300,212

TOTAL MALAYSIA

6,730,881

Mexico - 1.8%

Fomento Economico Mexicano SAB de CV sponsored ADR

64,300

3,530,713

Grupo Mexico SA de CV Series B

1,124,600

3,697,826

Wal-Mart de Mexico SA de CV Series V

1,429,300

3,909,296

TOTAL MEXICO

11,137,835

Netherlands - 3.1%

ASM International NV (Netherlands) (a)

123,300

3,146,517

ING Groep NV sponsored ADR (a)

430,996

4,646,137

Koninklijke KPN NV

259,324

4,330,037

Koninklijke Philips Electronics NV

140,715

4,291,056

X5 Retail Group NV GDR (Reg. S) (a)

74,400

3,117,360

TOTAL NETHERLANDS

19,531,107

Nigeria - 0.5%

Guaranty Trust Bank PLC GDR (Reg. S)

449,600

3,264,096

Norway - 0.5%

Aker Solutions ASA

213,200

3,245,685

Qatar - 0.5%

Commercial Bank of Qatar GDR (Reg. S)

637,519

2,921,218

Russia - 3.2%

LSR Group OJSC GDR (Reg. S) (a)

358,100

3,043,850

Magnit OJSC GDR (Reg. S)

131,300

3,510,962

Mechel Steel Group OAO sponsored ADR (a)

382,700

3,015,676

OAO NOVATEK GDR

36,700

3,510,355

Sberbank (Savings Bank of the Russian Federation) GDR

11,020

4,140,120

TNK-BP Holding (a)

1,503,400

3,074,453

TOTAL RUSSIA

20,295,416

South Africa - 2.8%

AngloGold Ashanti Ltd. sponsored ADR

84,100

3,961,951

Clicks Group Ltd.

461,685

3,011,971

Mr Price Group Ltd.

345,682

3,141,465

Naspers Ltd. Class N

75,900

3,985,345

Shoprite Holdings Ltd.

226,300

3,198,867

TOTAL SOUTH AFRICA

17,299,599

Common Stocks - continued

Shares

Value

Spain - 2.9%

Banco Santander SA sponsored ADR

560,776

$ 7,183,541

Inditex SA (d)

45,792

3,823,674

Telefonica SA sponsored ADR

90,600

7,351,284

TOTAL SPAIN

18,358,499

Sweden - 1.7%

Elekta AB (B Shares)

82,693

3,128,710

EnergyO Solutions AB (a)

501,739

3,341,623

H&M Hennes & Mauritz AB (B Shares)

128,164

4,515,356

TOTAL SWEDEN

10,985,689

Switzerland - 3.1%

Compagnie Financiere Richemont SA Series A

85,439

4,260,015

Credit Suisse Group sponsored ADR (d)

120,600

5,004,900

Dufry AG (a)

27,660

3,211,803

Lonza Group AG

36,101

3,159,548

The Swatch Group AG (Bearer)

9,700

3,706,172

TOTAL SWITZERLAND

19,342,438

Taiwan - 1.1%

HTC Corp.

167,800

3,788,590

Ruentex Development Co. Ltd.

1,944,000

3,226,767

TOTAL TAIWAN

7,015,357

Turkey - 0.6%

Turkiye Garanti Bankasi AS

571,000

3,503,312

United Kingdom - 10.7%

Anglo American PLC (United Kingdom)

121,100

5,642,112

Associated British Foods PLC

193,100

3,239,158

Barclays PLC Sponsored ADR (d)

291,870

5,151,506

BG Group PLC

308,729

6,012,230

British American Tobacco PLC (United Kingdom)

159,600

6,079,407

Britvic PLC

433,300

3,348,877

Burberry Group PLC

205,500

3,354,974

Imperial Tobacco Group PLC

138,474

4,434,904

Lloyds Banking Group PLC (a)

4,749,800

5,219,963

Royal Dutch Shell PLC Class B

353,007

11,295,382

Standard Chartered PLC:

rights 11/5/10 (a)

23,311

196,262

(United Kingdom)

186,495

5,394,707

Vedanta Resources PLC

102,300

3,400,924

Xstrata PLC

236,488

4,582,665

TOTAL UNITED KINGDOM

67,353,071

United States of America - 8.1%

Apple, Inc. (a)

9,945

2,992,152

AsiaInfo Holdings, Inc. (a)(d)

146,400

3,253,008

Citigroup, Inc. (a)

725,600

3,025,752

First Cash Financial Services, Inc. (a)

116,634

3,390,550

 

Shares

Value

Google, Inc. Class A (a)

5,200

$ 3,187,548

JPMorgan Chase & Co.

83,294

3,134,353

Juniper Networks, Inc. (a)

102,100

3,307,019

Las Vegas Sands Corp. (a)(d)

67,700

3,106,076

MasterCard, Inc. Class A

12,660

3,039,160

Mercadolibre, Inc. (a)(d)

48,900

3,233,757

Morgan Stanley

132,200

3,287,814

Motorola, Inc. (a)

356,000

2,901,400

Tiffany & Co., Inc.

60,900

3,227,700

Visa, Inc. Class A

37,860

2,959,516

Walter Energy, Inc.

38,300

3,368,868

Wells Fargo & Co.

131,452

3,428,268

TOTAL UNITED STATES OF AMERICA

50,842,941

TOTAL COMMON STOCKS

(Cost $540,025,148)

613,628,827

Nonconvertible Preferred Stocks - 1.2%

 

 

 

 

Germany - 0.7%

Volkswagen AG

28,600

4,297,911

Italy - 0.5%

Fiat SpA (Risparmio Shares)

289,900

3,406,556

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $5,356,926)

7,704,467

Money Market Funds - 4.3%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)

10,533,368

10,533,368

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

16,171,726

16,171,726

TOTAL MONEY MARKET FUNDS

(Cost $26,705,094)

26,705,094

TOTAL INVESTMENT PORTFOLIO - 103.3%

(Cost $572,087,168)

648,038,388

NET OTHER ASSETS (LIABILITIES) - (3.3)%

(20,909,873)

NET ASSETS - 100%

$ 627,128,515

Legend

(a) Non-income producing

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

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

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

(e) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $6,925,545 or 1.1% of net assets.

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

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 8,477

Fidelity Securities Lending Cash Central Fund

331,605

Total

$ 340,082

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United Kingdom

$ 67,353,071

$ 44,758,319

$ 22,594,752

$ -

United States of America

50,842,941

50,842,941

-

-

India

50,579,688

47,380,465

3,199,223

-

Japan

46,996,200

18,950,966

28,045,234

-

France

43,877,269

43,877,269

-

-

Canada

35,021,175

35,021,175

-

-

Brazil

34,949,514

34,949,514

-

-

Cayman Islands

28,632,826

28,632,826

-

-

China

22,207,137

18,065,835

4,141,302

-

Other

240,873,473

236,582,417

4,291,056

-

Money Market Funds

26,705,094

26,705,094

-

-

Total Investments in Securities:

$ 648,038,388

$ 585,766,821

$ 62,271,567

$ -

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $156,762,594 of which $128,288,484 and $28,474,110 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

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

Annual Report

Fidelity International Capital Appreciation Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $15,506,518) - See accompanying schedule:

Unaffiliated issuers (cost $545,382,074)

$ 621,333,294

 

Fidelity Central Funds (cost $26,705,094)

26,705,094

 

Total Investments (cost $572,087,168)

 

$ 648,038,388

Foreign currency held at value (cost $945,043)

943,855

Receivable for investments sold

18,588,607

Receivable for fund shares sold

1,026,662

Dividends receivable

1,798,203

Distributions receivable from Fidelity Central Funds

7,297

Other receivables

676,315

Total assets

671,079,327

 

 

 

Liabilities

Payable for investments purchased
Regular delivery

$ 24,356,108

Delayed delivery

1,149,848

Payable for fund shares redeemed

680,693

Accrued management fee

362,432

Other affiliated payables

169,314

Other payables and accrued expenses

1,060,691

Collateral on securities loaned, at value

16,171,726

Total liabilities

43,950,812

 

 

 

Net Assets

$ 627,128,515

Net Assets consist of:

 

Paid in capital

$ 710,214,127

Undistributed net investment income

5,819,595

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

(163,893,201)

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

74,987,994

Net Assets, for 49,656,848 shares outstanding

$ 627,128,515

Net Asset Value, offering price and redemption price per share ($627,128,515 ÷ 49,656,848 shares)

$ 12.63

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 11,204,593

Interest

 

79,017

Income from Fidelity Central Funds

 

340,082

Income before foreign taxes withheld

 

11,623,692

Less foreign taxes withheld

 

(975,741)

Total income

 

10,647,951

 

 

 

Expenses

Management fee
Basic fee

$ 3,882,561

Performance adjustment

(613,211)

Transfer agent fees

1,659,069

Accounting and security lending fees

284,781

Custodian fees and expenses

354,030

Independent trustees' compensation

3,091

Registration fees

47,664

Audit

82,538

Legal

2,473

Interest

6,469

Miscellaneous

6,107

Total expenses before reductions

5,715,572

Expense reductions

(936,551)

4,779,021

Net investment income (loss)

5,868,930

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $254,279)

34,708,994

Foreign currency transactions

(2,486,377)

Capital gain distributions from Fidelity Central Funds

1,139

Total net realized gain (loss)

 

32,223,756

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $852,962)

58,822,371

Assets and liabilities in foreign currencies

27,496

Total change in net unrealized appreciation (depreciation)

 

58,849,867

Net gain (loss)

91,073,623

Net increase (decrease) in net assets resulting from operations

$ 96,942,553

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

Annual Report

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 5,868,930

$ 3,952,683

Net realized gain (loss)

32,223,756

(28,330,147)

Change in net unrealized appreciation (depreciation)

58,849,867

121,858,369

Net increase (decrease) in net assets resulting from operations

96,942,553

97,480,905

Distributions to shareholders from net investment income

(3,188,361)

(813,634)

Distributions to shareholders from net realized gain

(5,465,762)

-

Total distributions

(8,654,123)

(813,634)

Share transactions
Proceeds from sales of shares

275,756,138

231,674,751

Reinvestment of distributions

8,469,995

789,571

Cost of shares redeemed

(201,747,591)

(77,561,298)

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

82,478,542

154,903,024

Redemption fees

31,259

16,981

Total increase (decrease) in net assets

170,798,231

251,587,276

 

 

 

Net Assets

Beginning of period

456,330,284

204,743,008

End of period (including undistributed net investment income of $5,819,595 and undistributed net investment income of $3,139,027, respectively)

$ 627,128,515

$ 456,330,284

Other Information

Shares

Sold

24,602,735

23,747,061

Issued in reinvestment of distributions

746,913

121,286

Redeemed

(18,030,644)

(9,131,697)

Net increase (decrease)

7,319,004

14,736,650

Financial Highlights

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 10.78

$ 7.42

$ 19.30

$ 18.14

$ 17.19

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)B

  .12

.13

.19

.20

.24

Net realized and unrealized gain (loss)

  1.92

3.26

(9.54)

3.80

2.70

Total from investment operations

  2.04

3.39

(9.35)

4.00

2.94

Distributions from net investment income

  (.07)

(.03)

(.14)

(.20)

(.23)

Distributions from net realized gain

  (.12)

-

(2.39)

(2.64)

(1.77)

Total distributions

  (.19)

(.03)

(2.53)

(2.84)

(2.00)

Redemption fees added to paid in capitalB

  -F

-F

-F

-F

.01

Net asset value, end of period

$ 12.63

$ 10.78

$ 7.42

$ 19.30

$ 18.14

Total ReturnA

  19.12%

45.95%

(55.30)%

24.81%

18.26%

Ratios to Average Net AssetsC,E

 

 

 

 

 

Expenses before reductions

  1.04%

.84%

.89%

.85%

.87%

Expenses net of fee waivers, if any

  1.04%

.84%

.89%

.85%

.87%

Expenses net of all reductions

  .87%

.72%

.72%

.79%

.75%

Net investment income (loss)

  1.07%

1.49%

1.39%

1.11%

1.36%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 627,129

$ 456,330

$ 204,743

$ 747,095

$ 476,147

Portfolio turnover rateD

  480%

387%

387%

138%

176%

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

B Calculated based on average shares outstanding during the period.

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

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

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

F Amount represents less than $.01 per share.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

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

2. Investments in Fidelity Central Funds.

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

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

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

3. Significant Accounting Policies.

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

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

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

Level 1 - quoted prices in active markets for identical investments

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

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

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010 is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

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

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

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

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

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

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

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

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

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 75,226,751

Gross unrealized depreciation

(11,491,484)

Net unrealized appreciation (depreciation)

$ 63,735,267

 

 

Tax Cost

$ 584,303,121

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

Undistributed ordinary income

$ 10,904,942

Capital loss carryforward

$ (156,762,594)

Net unrealized appreciation (depreciation)

$ 63,709,157

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 8,654,123

$ 813,634

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

4. Operating Policies.

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

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

5. Purchases and Sales of Investments.

Purchases and sales of securities other than short-term securities, aggregated $2,647,573,228 and $2,573,966,786, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the Fund's relative investment performance as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .60% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the Fund's transfer, dividend disbursing and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annual rate of .30% of average net assets.

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $22,244 for the period.

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

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Interfund Lending Program - continued

Borrower or Lender

Average Daily
Loan Balance

Weighted Average
Interest Rate

Interest
Expense

Borrower

$ 8,080,174

.42%

$ 6,469

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $2,096 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $331,605. During the period, there were no securities loaned to FCM.

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $936,551 for the period.

10. Other.

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

Annual Report

Report of Independent Registered Public Accounting Firm

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

We have audited the accompanying statement of assets and liabilities of Fidelity International Capital Appreciation Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

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

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

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 17, 2010

Annual Report

Fidelity Overseas Fund

Shareholder Expense Example

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

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

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010
to October 31, 2010

Overseas

.83%

 

 

 

Actual

 

$ 1,000.00

$ 1,037.80

$ 4.26

HypotheticalA

 

$ 1,000.00

$ 1,021.02

$ 4.23

Class K

.64%

 

 

 

Actual

 

$ 1,000.00

$ 1,038.80

$ 3.29

HypotheticalA

 

$ 1,000.00

$ 1,021.98

$ 3.26

Class F

.62%

 

 

 

Actual

 

$ 1,000.00

$ 1,038.80

$ 3.19

HypotheticalA

 

$ 1,000.00

$ 1,022.08

$ 3.16

A 5% return per year before expenses

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

Annual Report

Fidelity Overseas Fund

Performance: The Bottom Line

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

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

Fidelity Overseas Fund

6.33%

2.06%

1.79%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Overseas Fund, a class of the fund, on October 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the MSCI EAFE Index performed over the same period.

fid108

Annual Report

Fidelity Overseas Fund

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Ian Hart, Portfolio Manager of Fidelity® Overseas Fund: For the year, the fund's Retail Class shares rose 6.33%, underperforming the 8.49% gain of the MSCI EAFE® (Europe, Australasia, Far East) Index. The fund's relative performance was hurt by unfavorable positioning within industrials, specifically the capital goods group, consumer staples and financials. On a geographic basis, performance was stymied by an underweighting in Australia and stock picking in several countries, including Japan, the U.K. and Switzerland, but helped by investments in Italy and Germany. On an individual security basis, the fund's largest detractor was an out-of-index stake in U.S.-based Scientific Games, a provider of technology systems to the gaming industry, whose stock disappointed when new online gaming opportunities failed to materialize. I also missed with Hellenic Telecommunications Organization (OTE), the Greek firm whose stock struggled amid the country's economic crisis. I cut back on Scientific Games and sold OTE by period end. Within financials, the fund's investment in Italian banking group Intesa Sanpaolo detracted. Conversely, German automaker Volkswagen was the fund's top individual contributor. Underweighting energy giant BP helped, as the stock dropped after its oil-well blowout in the Gulf of Mexico. An out-of-index stake in luxury goods maker Bulgari was a solid contributor, as demand for its products surged within emerging markets.

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

Annual Report

Fidelity Overseas Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

fid48

Japan

18.1%

 

fid50

France

18.1%

 

fid52

Germany

16.1%

 

fid54

United Kingdom

12.7%

 

fid56

United States of America

5.5%

 

fid58

Italy

4.8%

 

fid60

Switzerland

3.7%

 

fid62

Australia

2.6%

 

fid64

Bailiwick of Jersey

2.5%

 

fid66

Other

15.9%

 

fid120

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

As of April 30, 2010

fid48

United Kingdom

23.1%

 

fid50

Japan

21.6%

 

fid52

Germany

13.3%

 

fid54

France

12.0%

 

fid56

United States of America

7.0%

 

fid58

Italy

3.9%

 

fid60

Switzerland

3.1%

 

fid62

Australia

2.6%

 

fid64

Spain

2.5%

 

fid66

Other

10.9%

 

fid132

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

98.6

97.3

Short-Term Investments and Net Other Assets

1.4

2.7

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Pernod-Ricard SA (France, Beverages)

5.3

1.0

SAP AG (Germany, Software)

5.1

3.4

Volkswagen AG (Germany, Automobiles)

3.5

0.7

Mazda Motor Corp. (Japan, Automobiles)

3.4

2.3

Japan Tobacco, Inc. (Japan, Tobacco)

3.2

0.5

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

3.1

1.2

Siemens AG (Germany, Industrial Conglomerates)

1.8

1.8

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

1.6

2.4

Fluor Corp. (United States of America, Construction & Engineering)

1.5

0.9

Ricoh Co. Ltd. (Japan, Office Electronics)

1.5

2.5

 

30.0

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Discretionary

22.1

15.4

Financials

17.4

23.0

Consumer Staples

12.4

8.1

Information Technology

11.2

12.6

Industrials

11.1

10.1

Energy

8.3

6.7

Materials

7.8

8.9

Telecommunication Services

4.5

3.5

Health Care

2.6

5.9

Utilities

1.2

3.1

Annual Report

Fidelity Overseas Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 94.6%

Shares

Value

Australia - 2.6%

Australia & New Zealand Banking Group Ltd.

2,742,327

$ 66,652,578

Macquarie Group Ltd.

862,470

30,586,058

Newcrest Mining Ltd.

1,898,098

74,304,490

TOTAL AUSTRALIA

171,543,126

Austria - 0.9%

Erste Bank AG

563,100

25,409,732

Wienerberger AG (a)

1,786,918

30,085,525

TOTAL AUSTRIA

55,495,257

Bailiwick of Jersey - 2.5%

Charter International PLC

1,557,500

18,415,673

Heritage Oil PLC

2,780,200

15,345,055

United Business Media Ltd.

5,000,000

52,710,735

WPP PLC

6,514,338

75,693,005

TOTAL BAILIWICK OF JERSEY

162,164,468

Belgium - 1.5%

Ageas

8,054,178

24,756,232

Anheuser-Busch InBev SA NV

780,339

48,899,125

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

6,312,640

26,351

KBC Groupe SA (a)

486,408

21,153,772

TOTAL BELGIUM

94,835,480

Bermuda - 0.5%

GOME Electrical Appliances Holdings Ltd. (a)

93,574,000

31,508,226

Brazil - 1.8%

Banco do Brasil SA

1,437,500

27,969,228

BM&F Bovespa SA

3,905,100

32,710,836

Centrais Eletricas Brasileiras SA (Electrobras) sponsored ADR (d)

3,938,600

55,022,242

TOTAL BRAZIL

115,702,306

Canada - 1.5%

Harry Winston Diamond Corp. (a)

2,390,974

30,546,516

Niko Resources Ltd.

341,600

32,589,156

Talisman Energy, Inc.

1,931,800

35,022,043

TOTAL CANADA

98,157,715

Cayman Islands - 0.3%

3SBio, Inc. sponsored ADR (a)

37,000

556,850

China Shanshui Cement Group Ltd.

3,219,000

2,292,389

PCD Stores Group Ltd.

4,666,000

1,504,919

Peak Sport Products Co. Ltd.

16,175,000

12,896,178

TOTAL CAYMAN ISLANDS

17,250,336

 

Shares

Value

China - 0.5%

China Merchants Bank Co. Ltd. (H Shares)

12,276,500

$ 34,843,799

Minth Group Ltd.

72,000

134,688

TOTAL CHINA

34,978,487

Denmark - 0.5%

Carlsberg AS Series B

284,700

31,131,011

France - 18.1%

Accor SA

806,023

33,046,197

Alstom SA

1,556,065

78,509,668

Atos Origin SA (a)

803,297

37,137,165

AXA SA

1,253,837

22,820,042

BNP Paribas SA

617,426

45,146,620

Carrefour SA

1,432,468

77,296,591

Christian Dior SA

281,800

40,759,898

Compagnie de St. Gobain

1,180,629

55,131,906

Compagnie Generale de Geophysique SA (a)

2,168,200

50,633,571

L'Oreal SA

198,100

23,253,517

LVMH Moet Hennessy - Louis Vuitton

508,209

79,624,799

Pernod-Ricard SA

3,860,967

342,271,944

PPR SA

446,469

73,181,989

Renault SA (a)

725,300

40,293,056

Safran SA

1,265,056

40,098,772

Sanofi-Aventis

619,478

43,390,713

Schneider Electric SA

234,583

33,293,873

Societe Generale Series A

1,097,908

65,728,608

TOTAL FRANCE

1,181,618,929

Germany - 12.1%

Deutsche Boerse AG

1,176,192

82,747,121

Fresenius Medical Care AG & Co. KGaA (d)

954,400

60,782,555

HeidelbergCement AG

1,413,029

73,898,094

Linde AG

341,697

49,185,747

Munich Re Group

129,625

20,264,200

Puma AG

144,300

47,967,832

SAP AG

6,381,161

332,698,622

Siemens AG

1,040,567

118,843,382

TOTAL GERMANY

786,387,553

Hong Kong - 1.4%

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

5,330,700

74,629,800

Henderson Land Development Co. Ltd.

2,758,000

19,587,538

TOTAL HONG KONG

94,217,338

India - 0.3%

Bharti Airtel Ltd.

2,628,490

19,311,174

Indonesia - 0.2%

PT Indosat Tbk sponsored ADR (d)

425,600

14,019,264

Common Stocks - continued

Shares

Value

Israel - 0.4%

Teva Pharmaceutical Industries Ltd. sponsored ADR

454,800

$ 23,604,120

Italy - 4.8%

Bulgari SpA (d)(e)

18,976,214

203,182,267

Intesa Sanpaolo SpA

17,104,673

60,155,252

Saipem SpA

1,039,967

46,204,693

TOTAL ITALY

309,542,212

Japan - 18.1%

Denso Corp.

1,410,300

43,857,646

Hitachi Ltd. (a)

6,197,000

28,008,276

Japan Tobacco, Inc.

66,332

206,072,575

Kenedix, Inc. (a)(d)

71,644

14,449,883

Keyence Corp.

110,000

27,271,032

Mazda Motor Corp.

87,560,000

222,529,219

Mitsubishi Corp.

3,326,700

79,906,263

Mitsubishi UFJ Financial Group, Inc.

10,993,100

51,019,020

Mitsui & Co. Ltd.

5,632,000

88,576,770

Mizuho Financial Group, Inc.

12,656,900

18,356,540

Rakuten, Inc.

87,129

67,130,581

Ricoh Co. Ltd.

6,888,000

96,353,600

SOFTBANK CORP.

1,562,000

50,163,672

Sumitomo Mitsui Financial Group, Inc.

1,168,700

34,883,060

Tokyo Broadcasting System Holding

1,852,500

22,836,833

Tokyo Electron Ltd.

1,655,700

93,420,153

Toshiba Corp. (a)

4,682,000

23,434,099

Toto Ltd. (d)

2,025,000

13,453,746

TOTAL JAPAN

1,181,722,968

Korea (South) - 0.6%

Shinhan Financial Group Co. Ltd.

495,630

19,194,916

SK Telecom Co. Ltd. sponsored ADR (d)

1,152,400

21,238,732

TOTAL KOREA (SOUTH)

40,433,648

Netherlands - 1.4%

AEGON NV (a)

4,267,800

27,041,518

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

3,711,800

39,701,429

Koninklijke Philips Electronics NV

802,100

24,459,768

TOTAL NETHERLANDS

91,202,715

Norway - 1.5%

Aker Solutions ASA

4,406,500

67,083,064

Sevan Marine ASA (a)(d)

24,336,552

32,791,814

TOTAL NORWAY

99,874,878

 

Shares

Value

Russia - 0.6%

Mobile TeleSystems OJSC sponsored ADR

1,052,500

$ 22,786,625

OAO Gazprom sponsored ADR

737,700

16,118,745

TOTAL RUSSIA

38,905,370

Spain - 2.0%

Banco Bilbao Vizcaya Argentaria SA

4,148,498

54,640,336

Inditex SA (d)

459,185

38,342,368

Indra Sistemas SA (d)

1,047,400

20,498,398

Red Electrica Corporacion SA

397,300

19,954,149

TOTAL SPAIN

133,435,251

Switzerland - 3.7%

Julius Baer Group Ltd.

1,451,350

61,247,604

Roche Holding AG (participation certificate)

267,163

39,218,828

The Swatch Group AG (Bearer)

120,060

45,872,470

Transocean Ltd. (a)

556,300

35,247,168

UBS AG (a)

3,366,813

57,176,452

TOTAL SWITZERLAND

238,762,522

United Kingdom - 12.7%

Anglo American PLC (United Kingdom)

1,823,500

84,957,817

BAE Systems PLC

5,367,400

29,642,063

Barclays PLC

9,627,323

42,301,417

BG Group PLC

3,213,318

62,576,583

BHP Billiton PLC

2,041,281

72,303,336

BP PLC sponsored ADR

1,140,200

46,554,366

Capita Group PLC

1,188,700

14,597,806

HSBC Holdings PLC sponsored ADR

1,368,764

71,326,292

Imperial Tobacco Group PLC

2,114,240

67,712,719

ITV PLC (a)

21,426,630

23,429,321

Lloyds Banking Group PLC (a)

31,001,210

34,069,890

Micro Focus International PLC

4,399,600

26,912,392

Misys PLC (a)

6,860,500

30,930,222

Rio Tinto PLC

1,255,810

81,555,009

Royal Dutch Shell PLC Class B ADR

1,635,700

105,208,224

Xstrata PLC

1,872,200

36,279,500

TOTAL UNITED KINGDOM

830,356,957

United States of America - 4.1%

AsiaInfo Holdings, Inc. (a)

735,335

16,339,144

CME Group, Inc.

126,200

36,553,830

Fluor Corp.

2,020,100

97,348,619

NII Holdings, Inc. (a)

2,134,400

89,239,264

Scientific Games Corp. Class A (a)

3,345,209

26,427,151

Viad Corp.

98,936

1,974,763

TOTAL UNITED STATES OF AMERICA

267,882,771

TOTAL COMMON STOCKS

(Cost $5,942,808,667)

6,164,044,082

Nonconvertible Preferred Stocks - 4.0%

Shares

Value

Germany - 4.0%

Porsche Automobil Holding SE

593,200

$ 30,387,401

Volkswagen AG

1,511,968

227,213,411

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $188,849,860)

257,600,812

Money Market Funds - 2.7%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)

46,818,828

46,818,828

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

131,257,696

131,257,696

TOTAL MONEY MARKET FUNDS

(Cost $178,076,524)

178,076,524

TOTAL INVESTMENT PORTFOLIO - 101.3%

(Cost $6,309,735,051)

6,599,721,418

NET OTHER ASSETS (LIABILITIES) - (1.3)%

(87,032,730)

NET ASSETS - 100%

$ 6,512,688,688

Legend

(a) Non-income producing

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

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

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

(e) Affiliated company

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 215,905

Fidelity Securities Lending Cash Central Fund

6,382,864

Total

$ 6,598,769

Other Affiliated Issuers

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

Affiliate

Value,
beginning of
period

Purchases

Sales
Proceeds

Dividend
Income

Value,
end of
period

Bulgari SpA

$ 113,852,096

$ 108,432,769

$ 67,968,297

$ 392,681

$ 203,182,267

Harry Winston Diamond Corp.

35,080,049

-

21,459,940

-

-

Kenedix, Inc.

28,504,228

13,220,143

12,411,387

-

-

William Hill PLC

71,632,544

29,169,053

94,152,324

2,667,780

-

Total

$ 249,068,917

$ 150,821,965

$ 195,991,948

$ 3,060,461

$ 203,182,267

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Japan

$ 1,181,722,968

$ 131,688,329

$ 1,050,034,639

$ -

France

1,181,618,929

1,087,594,645

94,024,284

-

Germany

1,043,988,365

1,043,988,365

-

-

United Kingdom

830,356,957

600,127,305

230,229,652

-

Italy

309,542,212

309,542,212

-

-

United States of America

267,882,771

267,882,771

-

-

Switzerland

238,762,522

181,586,070

57,176,452

-

Australia

171,543,126

171,543,126

-

-

Bailiwick of Jersey

162,164,468

86,471,463

75,693,005

-

Other

1,034,062,576

888,219,525

145,843,051

-

Money Market Funds

178,076,524

178,076,524

-

-

Total Investments in Securities:

$ 6,599,721,418

$ 4,946,720,335

$ 1,653,001,083

$ -

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

Investments in Securities:

Beginning Balance

$ 35

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

(35)

Cost of Purchases

-

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in to Level 3

-

Transfers out of Level 3

-

Ending Balance

$ -

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at October 31, 2010

$ -

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

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $1,637,677,232 of which $697,957,467 and $939,719,765 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

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

Annual Report

Fidelity Overseas Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $126,027,467) - See accompanying schedule:

Unaffiliated issuers (cost $5,979,280,612)

$ 6,218,462,627

 

Fidelity Central Funds (cost $178,076,524)

178,076,524

 

Other affiliated issuers (cost $152,377,915)

203,182,267

 

Total Investments (cost $6,309,735,051)

 

$ 6,599,721,418

Receivable for investments sold

136,276,399

Receivable for fund shares sold

7,122,890

Dividends receivable

15,109,772

Distributions receivable from Fidelity Central Funds

80,022

Other receivables

947,969

Total assets

6,759,258,470

 

 

 

Liabilities

Payable for investments purchased

$ 108,531,107

Payable for fund shares redeemed

2,267,344

Accrued management fee

2,739,436

Other affiliated payables

1,272,757

Other payables and accrued expenses

501,442

Collateral on securities loaned, at value

131,257,696

Total liabilities

246,569,782

 

 

 

Net Assets

$ 6,512,688,688

Net Assets consist of:

 

Paid in capital

$ 7,864,527,445

Undistributed net investment income

85,893,161

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

(1,728,566,184)

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

290,834,266

Net Assets

$ 6,512,688,688

Overseas:
Net Asset Value
, offering price and redemption price per share ($5,548,689,358 ÷ 175,814,142 shares)

$ 31.56

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($368,004,318 ÷ 11,650,042 shares)

$ 31.59

 

 

 

Class F:
Net Asset Value
, offering price and redemption price per share ($595,995,012 ÷ 18,870,397 shares)

$ 31.58

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends (including $3,060,461 earned from other affiliated issuers)

 

$ 160,786,466

Interest

 

25,831

Income from Fidelity Central Funds

 

6,598,769

Income before foreign taxes withheld

 

167,411,066

Less foreign taxes withheld

 

(12,596,890)

Total income

 

154,814,176

 

 

 

Expenses

Management fee
Basic fee

$ 48,637,860

Performance adjustment

(7,944,328)

Transfer agent fees

15,331,656

Accounting and security lending fees

1,712,692

Custodian fees and expenses

1,207,677

Independent trustees' compensation

39,713

Depreciation in deferred trustee compensation account

(37)

Registration fees

56,697

Audit

113,545

Legal

51,751

Interest

7,829

Miscellaneous

97,194

Total expenses before reductions

59,312,249

Expense reductions

(2,662,088)

56,650,161

Net investment income (loss)

98,164,015

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

160,999,122

Other affiliated issuers

21,634,517

 

Foreign currency transactions

(2,096,186)

Capital gain distributions from Fidelity Central Funds

17,805

Total net realized gain (loss)

 

180,555,258

Change in net unrealized appreciation (depreciation) on:

Investment securities

94,183,082

Assets and liabilities in foreign currencies

666,146

Total change in net unrealized appreciation (depreciation)

 

94,849,228

Net gain (loss)

275,404,486

Net increase (decrease) in net assets resulting from operations

$ 373,568,501

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

Annual Report

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 98,164,015

$ 119,329,980

Net realized gain (loss)

180,555,258

(1,003,646,089)

Change in net unrealized appreciation (depreciation)

94,849,228

2,100,809,355

Net increase (decrease) in net assets resulting from operations

373,568,501

1,216,493,246

Distributions to shareholders from net investment income

(108,455,793)

(81,537,156)

Distributions to shareholders from net realized gain

(2,308,848)

-

Total distributions

(110,764,641)

(81,537,156)

Share transactions - net increase (decrease)

(771,649,789)

377,264,123

Redemption fees

54,523

81,713

Total increase (decrease) in net assets

(508,791,406)

1,512,301,926

 

 

 

Net Assets

Beginning of period

7,021,480,094

5,509,178,168

End of period (including undistributed net investment income of $85,893,161 and undistributed net investment income of $98,105,298, respectively)

$ 6,512,688,688

$ 7,021,480,094

Financial Highlights - Overseas

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 30.13

$ 25.43

$ 58.39

$ 47.08

$ 37.65

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)B

  .42

.52

.55

.70

.63

Net realized and unrealized gain (loss)

  1.49

4.55

(27.19)

15.80

9.37

Total from investment operations

  1.91

5.07

(26.64)

16.50

10.00

Distributions from net investment income

  (.47)

(.37)

(.57)

(.55)

(.41)

Distributions from net realized gain

  (.01)

-

(5.75)

(4.64)

(.16)

Total distributions

  (.48)

(.37)

(6.32)

(5.19)

(.57)

Redemption fees added to paid in capitalB,F

  -

-

-

-

-

Net asset value, end of period

$ 31.56

$ 30.13

$ 25.43

$ 58.39

$ 47.08

Total ReturnA

  6.33%

20.44%

(50.88)%

38.79%

26.83%

Ratios to Average Net AssetsC,E

 

 

 

 

 

Expenses before reductions

  .89%

1.02%

1.13%

.95%

1.00%

Expenses net of fee waivers, if any

  .89%

1.02%

1.13%

.95%

1.00%

Expenses net of all reductions

  .85%

.98%

1.10%

.91%

.90%

Net investment income (loss)

  1.41%

2.01%

1.33%

1.43%

1.43%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 5,548,689

$ 6,602,017

$ 5,464,901

$ 9,543,353

$ 7,217,287

Portfolio turnover rateD

  111%

115%

113%

87%

132%

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

B Calculated based on average shares outstanding during the period.

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

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

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

F Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class K

Years ended October 31,

2010

2009

2008G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 30.16

$ 25.45

$ 45.00

Income from Investment Operations

 

 

 

Net investment income (loss)D

  .47

.59

.13

Net realized and unrealized gain (loss)

  1.50

4.54

(19.68)

Total from investment operations

  1.97

5.13

(19.55)

Distributions from net investment income

  (.53)

(.42)

-

Distributions from net realized gain

  (.01)

-

-

Total distributions

  (.54)

(.42)

-

Redemption fees added to paid in capitalD,I

  -

-

-

Net asset value, end of period

$ 31.59

$ 30.16

$ 25.45

Total ReturnB,C

  6.55%

20.73%

(43.44)%

Ratios to Average Net AssetsE,H

 

 

 

Expenses before reductions

  .69%

.78%

.96%A

Expenses net of fee waivers, if any

  .69%

.78%

.96%A

Expenses net of all reductions

  .66%

.74%

.93%A

Net investment income (loss)

  1.60%

2.25%

1.08%A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 368,004

$ 383,048

$ 44,277

Portfolio turnover rateF

  111%

115%

113%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

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

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

I Amount represents less than $.01 per share.

Financial Highlights - Class F

Years ended October 31,

2010

2009G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 30.15

$ 26.62

Income from Investment Operations

 

 

Net investment income (loss)D

  .48

.07

Net realized and unrealized gain (loss)

  1.51

3.46

Total from investment operations

  1.99

3.53

Distributions from net investment income

  (.55)

-

Distributions from net realized gain

  (.01)

-

Total distributions

  (.56)

-

Redemption fees added to paid in capitalD,I

  -

-

Net asset value, end of period

$ 31.58

$ 30.15

Total ReturnB,C

  6.60%

13.26%

Ratios to Average Net AssetsE,H

 

 

Expenses before reductions

  .64%

.68%A

Expenses net of fee waivers, if any

  .64%

.68%A

Expenses net of all reductions

  .60%

.64%A

Net investment income (loss)

  1.66%

.70%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 595,995

$ 36,415

Portfolio turnover rateF

  111%

115%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

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

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

I Amount represents less than $.01 per share.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Overseas Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Overseas, Class K, and Class F shares each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class F shares of the Fund are only available for purchase by mutual funds for which Fidelity Management & Research Company (FMR) or an affiliate serves as investment manager. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

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

3. Significant Accounting Policies.

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

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

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

Level 1 - quoted prices in active markets for identical investments

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

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

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Security Valuation - continued

Investments in open-end mutual funds,including Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

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

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

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

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

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

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

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

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

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

Book-tax differences are primarily due to short-term capital gain distributions from the Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 680,769,014

Gross unrealized depreciation

(481,671,593)

Net unrealized appreciation (depreciation)

$ 199,097,421

 

 

Tax Cost

$ 6,400,623,997

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Undistributed ordinary income

$ 86,052,773

Capital loss carryforward

$ (1,637,677,232)

Net unrealized appreciation (depreciation)

$ 199,945,316

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 110,764,641

$ 81,537,156

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

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $7,369,512,168 and $8,098,799,007, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment(up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of Overseas as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .59% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of Overseas. FIIOC receives an asset-based fee of Class K's average net assets. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Overseas

15,119,234

.25

Class K

212,422

.05

 

$ 15,331,656

 

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $7,413 for the period.

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates - continued

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

Borrower or Lender

Average Daily
Loan Balance

Weighted Average
Interest Rate

Interest
Expense

Borrower

$ 22,768,107

.44%

$ 7,829

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $27,318 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $6,382,864. During the period, there were no securities loaned to FCM.

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $2,661,854 for the period. In addition, through arrangements with the Fund's custodian credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $234.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009A

From net investment income

 

 

Overseas

$ 100,374,591

$ 78,759,447

Class K

6,711,130

2,777,709

Class F

1,370,072

-

Total

$ 108,455,793

$ 81,537,156

From net realized gain

 

 

Overseas

$ 2,158,312

$ -

Class K

126,111

-

Class F

24,425

-

Total

$ 2,308,848

$ -

A Distributions to shareholders for Class F are for the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

Annual Report

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009A

2010

2009A

Overseas

 

 

 

 

Shares sold

36,113,789

47,857,124

$ 1,067,886,397

$ 1,179,178,777

Conversion to Class KB

-

(11,269,934)

-

(265,380,751)

Reinvestment of distributions

3,238,247

3,481,434

101,747,555

78,089,426

Shares redeemed

(82,678,886)

(35,803,556)

(2,430,908,864)

(910,091,016)

Net increase (decrease)

(43,326,850)

4,265,068

($ 1,261,274,912)

$ 81,796,436

Class K

 

 

 

 

Shares sold

5,090,117

2,178,017

$ 151,156,491

$ 56,176,528

Conversion from OverseasB

-

11,270,235

-

265,380,751

Reinvestment of distributions

217,803

123,950

6,837,242

2,777,709

Shares redeemed

(6,358,836)

(2,610,676)

(189,093,826)

(67,054,987)

Net increase (decrease)

(1,050,916)

10,961,526

($ 31,100,093)

$ 257,280,001

Class F

 

 

 

 

Shares sold

22,173,982

1,220,610

$ 652,570,206

$ 38,599,366

Reinvestment of distributions

44,465

-

1,394,498

-

Shares redeemed

(4,555,729)

(12,931)

(133,239,488)

(411,680)

Net increase (decrease)

17,662,718

1,207,679

$ 520,725,216

$ 38,187,686

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

B Conversion transactions for class K and Overseas are presented for the period November 1, 2008 through August 31, 2009.

11. Other.

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

The Fidelity Freedom Funds and Fidelity Freedom K® Funds were the owners of record, in the aggregate, of approximately 52% of the total outstanding shares of the Fund.

Annual Report

Report of Independent Registered Public Accounting Firm

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

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Overseas Fund (a fund of Fidelity Investment Trust) at October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Overseas Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 17, 2010

Annual Report

Fidelity Worldwide Fund

Shareholder Expense Example

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

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

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010
to October 31, 2010

Class A

1.42%

 

 

 

Actual

 

$ 1,000.00

$ 1,044.80

$ 7.32

HypotheticalA

 

$ 1,000.00

$ 1,018.05

$ 7.22

Class T

1.68%

 

 

 

Actual

 

$ 1,000.00

$ 1,043.60

$ 8.65

HypotheticalA

 

$ 1,000.00

$ 1,016.74

$ 8.54

Class B

2.17%

 

 

 

Actual

 

$ 1,000.00

$ 1,040.70

$ 11.16

HypotheticalA

 

$ 1,000.00

$ 1,014.27

$ 11.02

Class C

2.17%

 

 

 

Actual

 

$ 1,000.00

$ 1,040.80

$ 11.16

HypotheticalA

 

$ 1,000.00

$ 1,014.27

$ 11.02

Worldwide

1.11%

 

 

 

Actual

 

$ 1,000.00

$ 1,045.80

$ 5.72

HypotheticalA

 

$ 1,000.00

$ 1,019.61

$ 5.65

Institutional Class

1.18%

 

 

 

Actual

 

$ 1,000.00

$ 1,045.80

$ 6.08

HypotheticalA

 

$ 1,000.00

$ 1,019.26

$ 6.01

A 5% return per year before expenses

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

Annual Report

Fidelity Worldwide Fund

Performance: The Bottom Line

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

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

Fidelity Worldwide Fund

18.18%

4.93%

4.19%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Worldwide Fund, a class of the fund, on October 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the MSCI World Index performed over the same period.

fid134

Annual Report

Fidelity Worldwide Fund

Management's Discussion of Fund Performance

Market Recap: Developed-markets equities rode a wave of volatility during the 12 months ending October 31, 2010, en route to producing above-average gains. Stocks posted solid advances in the first half of the period, despite growing concerns about the Greece-led European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel developed-world stocks about 18%. For the full year, the MSCI® World Index gained 13.15%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and the United States were standouts, returning 23% and 17%, respectively. U.S. stocks - which comprised almost half of the index - were lifted by economic optimism, encouraging earnings reports and a wave of corporate mergers. The Pacific Basin ex-Japan segment rose 15% for the period, aided in part by solid results from Hong Kong. Elsewhere, the U.K. returned 13%, while the remainder of Europe rose just 7%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan advanced only 5%, a result of that nation's continued weak economy.

Comments from William Kennedy, Lead Portfolio Manager of Fidelity® Worldwide Fund and manager of its non-U.S. equity subportfolio, and Stephen DuFour, Co-Portfolio Manager responsible for the fund's U.S. equity subportfolio: For the 12 months ending October 31, 2010, the fund's Retail Class shares returned 18.18%, outpacing the MSCI index. Our focus on reasonably valued stocks with good balance sheets and strong earnings growth prospects helped drive favorable stock selection, especially in the information technology and industrials sectors. U.S. stocks - about 47% of assets, on average - had the biggest positive impact on performance. Good stock picking within strong-performing emerging markets, where the fund had a small out-of-benchmark stake, also contributed, as did favorable positioning in Europe and Japan. Weak security selection and an underweighting in Canada - along with the associated currency drag - disappointing stock selection in energy and a small cash position hampered performance. Individual contributors included Cummins, a leading diesel engine manufacturer, and Union Pacific, a West Coast railroad company. Both of these industrials firms benefited from a recovering economy. Within technology, Apple was up sharply, thanks to the successful launch of the iPad and worldwide growth of the iPhone. Untimely ownership of both General Electric, a diversified conglomerate in the industrials sector, and coal company Peabody Energy detracted from results. These stocks were sold from the fund by period end.

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

Annual Report

Fidelity Worldwide Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

fid48

United States of America

47.3%

 

fid50

United Kingdom

10.6%

 

fid52

Japan

6.1%

 

fid54

Germany

4.5%

 

fid56

France

4.4%

 

fid58

Switzerland

3.9%

 

fid60

Spain

1.9%

 

fid62

Denmark

1.9%

 

fid64

India

1.7%

 

fid66

Other

17.7%

 

fid146

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

As of April 30, 2010

fid48

United States of America

50.2%

 

fid50

United Kingdom

9.8%

 

fid52

Japan

9.1%

 

fid54

France

4.7%

 

fid152

Switzerland

3.6%

 

fid58

Germany

3.3%

 

fid60

Netherlands

1.8%

 

fid62

Australia

1.5%

 

fid64

Spain

1.4%

 

fid66

Other

14.6%

 

fid159

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

98.2

98.6

Bonds

0.2

0.0

Short-Term Investments and Net Other Assets

1.6

1.4

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

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

2.7

2.7

Cummins, Inc. (United States of America, Machinery)

2.3

2.2

Exxon Mobil Corp. (United States of America, Oil, Gas & Consumable Fuels)

2.0

0.0

Estee Lauder Companies, Inc. Class A (United States of America, Personal Products)

1.9

0.9

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

1.8

0.0

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

1.8

2.3

Perrigo Co. (United States of America, Pharmaceuticals)

1.5

0.4

Edwards Lifesciences Corp. (United States of America, Health Care Equipment & Supplies)

1.3

0.6

eBay, Inc. (United States of America, Internet Software & Services)

1.3

0.0

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

1.3

0.9

 

17.9

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Industrials

17.0

15.8

Consumer Discretionary

17.1

16.7

Information Technology

15.6

15.2

Financials

13.5

18.9

Health Care

10.3

10.3

Energy

8.4

8.8

Consumer Staples

7.0

5.6

Materials

6.3

4.6

Telecommunication Services

3.0

1.9

Utilities

0.2

0.8

Annual Report

Fidelity Worldwide Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 96.8%

Shares

Value

Australia - 1.5%

Australia & New Zealand Banking Group Ltd.

244,941

$ 5,953,320

JB Hi-Fi Ltd.

75,078

1,462,177

Macquarie Group Ltd.

78,951

2,799,865

Newcrest Mining Ltd.

70,629

2,764,900

Wesfarmers Ltd.

61,452

1,995,076

Westfield Group unit

128,519

1,558,687

TOTAL AUSTRALIA

16,534,025

Bailiwick of Jersey - 0.3%

Experian PLC

201,300

2,339,830

Informa PLC

111,595

779,533

TOTAL BAILIWICK OF JERSEY

3,119,363

Belgium - 0.6%

Anheuser-Busch InBev SA NV

98,425

6,167,699

EVS Broadcast Equipment SA

13,200

828,358

TOTAL BELGIUM

6,996,057

Bermuda - 0.5%

Huabao International Holdings Ltd.

1,495,000

2,252,746

Li & Fung Ltd.

258,000

1,363,019

Noble Group Ltd.

1,474,363

2,118,763

Sihuan Pharmaceutical Holdings Group Ltd.

53,000

38,496

TOTAL BERMUDA

5,773,024

Brazil - 1.0%

Banco ABC Brasil SA

60,000

591,112

Banco Santander (Brasil) SA ADR

102,900

1,481,760

Cia Hering SA

4,000

196,920

Diagnosticos da America SA

135,000

1,666,471

Drogasil SA

85,300

2,157,571

Hypermarcas SA (a)

13,000

213,967

Lojas Renner SA

7,000

276,511

Natura Cosmeticos SA

7,000

200,388

Souza Cruz Industria Comerico

85,300

4,382,832

TOTAL BRAZIL

11,167,532

British Virgin Islands - 0.7%

HLS Systems International Ltd. (a)

67,343

851,216

Playtech Ltd.

200,359

1,437,301

UTI Worldwide, Inc.

303,000

5,823,660

TOTAL BRITISH VIRGIN ISLANDS

8,112,177

Canada - 1.5%

Agrium, Inc.

20,000

1,769,193

Dollarama, Inc.

72,209

1,903,106

First Quantum Minerals Ltd.

13,800

1,208,430

InterOil Corp. (a)

13,400

953,812

Keyera Facilities Income Fund

99,000

3,072,213

Niko Resources Ltd.

26,700

2,547,220

Open Text Corp. (a)

41,800

1,849,217

 

Shares

Value

Pan American Silver Corp.

45,500

$ 1,452,360

Petrobank Energy & Resources Ltd. (a)

46,800

1,862,547

TOTAL CANADA

16,618,098

Cayman Islands - 1.5%

Belle International Holdings Ltd.

505,000

912,111

Bosideng International Holdings Ltd.

4,572,000

2,312,174

China Lodging Group Ltd. ADR

36,400

884,884

Ctrip.com International Ltd. sponsored ADR (a)

27,200

1,416,304

Eurasia Drilling Co. Ltd. GDR (d)

27,400

698,700

Evergreen International Holdings Ltd. (a)

58,000

34,420

Hengdeli Holdings Ltd.

4,104,000

2,276,691

Herbalife Ltd.

26,000

1,660,360

Mongolian Mining Corp.

1,526,000

1,651,752

Perfect World Co. Ltd. sponsored ADR Class B (a)

50,200

1,626,480

Shenguan Holdings Group Ltd.

1,148,000

1,495,862

TPK Holdings Co.

3,000

49,502

Want Want China Holdings Ltd.

2,043,000

1,884,528

TOTAL CAYMAN ISLANDS

16,903,768

China - 0.6%

Baidu.com, Inc. sponsored ADR (a)

17,900

1,969,179

China Merchants Bank Co. Ltd. (H Shares)

1,000,500

2,839,671

Comba Telecom Systems Holdings Ltd.

408,980

464,315

Minth Group Ltd.

238,000

445,218

Zhaojin Mining Industry Co. Ltd. (H Shares)

255,500

794,394

ZTE Corp. (H Shares)

128,376

476,985

TOTAL CHINA

6,989,762

Cyprus - 0.0%

Aisi Realty Public Ltd. (a)

1,232,268

34,550

Denmark - 1.9%

Carlsberg AS Series B

37,700

4,122,371

Novo Nordisk AS Series B

94,116

9,880,512

Pandora A/S

41,900

2,032,804

William Demant Holding AS (a)

58,200

4,362,475

TOTAL DENMARK

20,398,162

Egypt - 0.1%

Orascom Construction Industries SAE GDR

24,600

1,138,980

France - 4.4%

Accor SA

39,500

1,619,463

Atos Origin SA (a)

65,745

3,039,452

AXA SA

119,037

2,166,493

BNP Paribas SA

53,888

3,940,328

Carrefour SA

53,867

2,906,687

Compagnie Generale de Geophysique SA (a)

58,200

1,359,134

Edenred (a)

59,000

1,235,538

Essilor International SA

30,396

2,029,291

Common Stocks - continued

Shares

Value

France - continued

GDF Suez

41,100

$ 1,640,169

Iliad Group SA

27,158

3,057,130

LVMH Moet Hennessy - Louis Vuitton

42,788

6,703,907

Pernod-Ricard SA

21,114

1,871,741

PPR SA

36,550

5,991,013

Sanofi-Aventis

15,104

1,057,944

Schneider Electric SA

32,065

4,550,918

Societe Generale Series A

64,751

3,876,457

Unibail-Rodamco

6,389

1,330,829

TOTAL FRANCE

48,376,494

Germany - 3.1%

Bayerische Motoren Werke AG (BMW)

121,009

8,673,149

Fresenius Medical Care AG & Co. KGaA

53,500

3,407,237

GEA Group AG

110,697

2,894,211

HeidelbergCement AG

11,766

615,334

Kabel Deutschland Holding AG

68,500

3,083,895

MAN SE

45,742

5,028,169

Metro AG

23,500

1,646,725

PSI AG

69,000

1,515,999

Siemens AG

59,514

6,797,107

Software AG (Bearer)

6,000

840,714

TOTAL GERMANY

34,502,540

Greece - 0.1%

Coca-Cola Hellenic Bottling Co. SA

36,300

939,479

Hong Kong - 0.9%

AIA Group Ltd.

543,200

1,615,321

Henderson Land Development Co. Ltd.

204,232

1,450,472

I.T Ltd.

1,134,000

956,795

Techtronic Industries Co. Ltd.

3,575,500

3,621,051

Wharf Holdings Ltd.

264,000

1,733,604

TOTAL HONG KONG

9,377,243

India - 1.7%

Adani Enterprises Ltd.

108,277

1,720,829

Gitanjali Gems Ltd.

135,298

904,886

Housing Development Finance Corp. Ltd.

81,615

1,266,252

IndusInd Bank Ltd.

112,500

669,036

INFO Edge India Ltd.

36,696

563,252

Infrastructure Development Finance Co. Ltd.

329,354

1,486,458

Larsen & Toubro Ltd.

57,646

2,637,215

LIC Housing Finance Ltd.

108,161

3,271,184

Reliance Industries Ltd.

74,372

1,839,375

Rural Electrification Corp. Ltd.

149,130

1,247,040

Shriram Transport Finance Co. Ltd.

33,464

665,430

State Bank of India

11,744

834,758

The Jammu & Kashmir Bank Ltd.

30,114

618,551

Titan Industries Ltd.

8,771

702,897

TOTAL INDIA

18,427,163

 

Shares

Value

Indonesia - 0.4%

PT Bank Rakyat Indonesia Tbk

1,171,000

$ 1,493,638

PT Tower Bersama Infrastructure Tbk

514,500

146,794

PT XL Axiata Tbk (a)

3,712,000

2,388,137

TOTAL INDONESIA

4,028,569

Ireland - 0.3%

Ingersoll-Rand Co. Ltd.

39,200

1,540,952

James Hardie Industries NV unit (a)

206,041

1,087,961

Ryanair Holdings PLC sponsored ADR

17,000

554,710

TOTAL IRELAND

3,183,623

Israel - 0.1%

Israel Chemicals Ltd.

81,400

1,245,073

Italy - 0.7%

Intesa Sanpaolo SpA

304,069

1,069,377

Intesa Sanpaolo SpA (Risparmio Shares)

347,700

952,616

Prysmian SpA

75,500

1,463,409

Saipem SpA

102,206

4,540,910

TOTAL ITALY

8,026,312

Japan - 6.1%

ABC-Mart, Inc.

84,500

2,874,071

Asics Corp.

155,000

1,673,854

Canon, Inc.

72,250

3,325,904

Cosmos Pharmaceutical Corp.

29,500

928,588

Denso Corp.

86,400

2,686,876

Don Quijote Co. Ltd.

53,400

1,459,259

eAccess Ltd.

1,324

965,811

Fast Retailing Co. Ltd.

4,800

628,758

Goldcrest Co. Ltd.

8,680

187,364

Honda Motor Co. Ltd.

94,600

3,410,215

JSR Corp.

126,300

2,186,354

Keyence Corp.

10,400

2,578,352

Komatsu Ltd.

99,000

2,419,702

Mazda Motor Corp.

807,000

2,050,949

Misumi Group, Inc.

46,300

992,513

Mitsubishi Corp.

107,700

2,586,919

Mitsubishi UFJ Financial Group, Inc.

691,500

3,209,254

Mitsui & Co. Ltd.

120,900

1,901,444

Mizuho Financial Group, Inc.

985,000

1,428,564

Nichi-iko Pharmaceutical Co. Ltd.

64,000

2,257,139

Nintendo Co. Ltd.

4,700

1,217,783

Omron Corp.

75,900

1,761,914

ORIX Corp.

66,920

6,104,048

Osaka Securities Exchange Co. Ltd.

101

508,326

Rakuten, Inc.

4,389

3,381,608

Ricoh Co. Ltd.

164,000

2,294,133

Sawai Pharmaceutical Co. Ltd.

9,100

794,992

SOFTBANK CORP.

220,500

7,081,363

Sony Financial Holdings, Inc.

381

1,325,711

Common Stocks - continued

Shares

Value

Japan - continued

Start Today Co. Ltd.

392

$ 1,219,307

Sumitomo Mitsui Financial Group, Inc.

63,100

1,883,393

TOTAL JAPAN

67,324,468

Korea (South) - 0.8%

Hyundai Motor Co.

10,383

1,569,684

Kia Motors Corp.

57,390

2,291,517

NCsoft Corp.

5,052

1,111,934

NHN Corp. (a)

6,568

1,165,243

Samsung Electronics Co. Ltd.

1,927

1,276,669

Shinhan Financial Group Co. Ltd.

22,350

865,578

TOTAL KOREA (SOUTH)

8,280,625

Luxembourg - 0.1%

Millicom International Cellular SA

15,000

1,419,000

Mauritius - 0.2%

MakeMyTrip Ltd.

48,400

1,749,660

Mexico - 0.2%

Wal-Mart de Mexico SA de CV Series V

831,200

2,273,425

Netherlands - 1.5%

AEGON NV (a)

192,700

1,220,981

CNH Global NV (a)

29,000

1,151,010

Gemalto NV

38,267

1,742,229

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

279,400

2,988,464

Koninklijke Philips Electronics NV

124,481

3,796,006

LyondellBasell Industries NV Class A (a)

203,000

5,452,580

Randstad Holdings NV (a)

10,195

485,155

TOTAL NETHERLANDS

16,836,425

Norway - 0.8%

Aker Solutions ASA

102,200

1,555,858

DnB NOR ASA

278,200

3,817,398

Telenor ASA

83,600

1,347,605

Yara International ASA

33,200

1,745,191

TOTAL NORWAY

8,466,052

Poland - 0.1%

Eurocash SA

106,300

977,025

Qatar - 0.1%

Commercial Bank of Qatar GDR (Reg. S)

279,659

1,281,444

Singapore - 0.2%

Keppel Corp. Ltd.

234,000

1,804,311

South Africa - 1.1%

African Rainbow Minerals Ltd.

33,000

841,883

AngloGold Ashanti Ltd. sponsored ADR

44,700

2,105,817

Clicks Group Ltd.

425,706

2,777,248

Mr Price Group Ltd.

201,100

1,827,542

Sanlam Ltd.

389,600

1,460,503

 

Shares

Value

Standard Bank Group Ltd.

72,700

$ 1,072,071

Woolworths Holdings Ltd.

542,336

2,125,199

TOTAL SOUTH AFRICA

12,210,263

Spain - 1.9%

Antena 3 Television SA

118,200

1,207,205

Banco Bilbao Vizcaya Argentaria SA

227,085

2,990,962

Banco Santander SA

477,562

6,128,223

Gestevision Telecinco SA

125,500

1,600,631

Inditex SA (c)

21,397

1,786,669

Prosegur Compania de Seguridad SA (Reg.)

25,800

1,545,829

Telefonica SA

197,595

5,338,170

TOTAL SPAIN

20,597,689

Sweden - 0.9%

Elekta AB (B Shares)

119,900

4,536,446

H&M Hennes & Mauritz AB (B Shares)

72,098

2,540,091

Modern Times Group MTG AB (B Shares)

32,200

2,308,881

TOTAL SWEDEN

9,385,418

Switzerland - 3.9%

Adecco SA (Reg.)

13,014

727,150

Compagnie Financiere Richemont SA Series A

38,215

1,905,412

Credit Suisse Group

34,493

1,427,527

Kuehne & Nagel International AG

10,620

1,313,002

Lonza Group AG

18,865

1,651,059

Nestle SA

155,400

8,509,229

Novartis AG

145,299

8,416,456

Partners Group Holding

9,538

1,744,136

Schindler Holding AG (participation certificate)

12,684

1,359,437

Sonova Holding AG Class B

11,956

1,384,654

Syngenta AG sponsored ADR

75,000

4,153,500

The Swatch Group AG (Bearer)

9,810

3,748,200

UBS AG (a)

192,640

3,271,483

Zurich Financial Services AG

13,722

3,358,185

TOTAL SWITZERLAND

42,969,430

Taiwan - 0.3%

HTC Corp.

126,150

2,848,216

Thailand - 0.2%

Bangkok Bank Public Co. Ltd. (For. Reg.)

467,000

2,409,870

Turkey - 0.4%

Boyner Buyuk Magazacilik AS (a)

386,000

898,864

Dogus Otomotiv Servis ve Ticaret AS (a)

158,000

1,189,709

Turkiye Garanti Bankasi AS

371,000

2,276,232

TOTAL TURKEY

4,364,805

United Kingdom - 10.6%

Aberdeen Asset Management PLC

653,342

1,861,125

Aegis Group PLC

684,232

1,377,977

Anglo American PLC (United Kingdom)

87,218

4,063,532

AstraZeneca PLC (United Kingdom)

98,174

4,937,722

Common Stocks - continued

Shares

Value

United Kingdom - continued

Barclays PLC

1,108,831

$ 4,872,084

BG Group PLC

45,448

885,060

BHP Billiton PLC

293,276

10,388,003

BP PLC

1,345,000

9,141,048

British American Tobacco PLC (United Kingdom)

17,600

670,411

British Land Co. PLC

128,755

1,051,021

Britvic PLC

295,400

2,283,079

Burberry Group PLC

132,500

2,163,183

Carphone Warehouse Group PLC

852,279

4,157,883

Cookson Group PLC (a)

82,570

681,291

Dialog Semiconductor PLC (a)

25,000

456,048

GlaxoSmithKline PLC

343,200

6,701,011

HSBC Holdings PLC (United Kingdom)

643,709

6,698,656

IG Group Holdings PLC

354,329

3,000,232

InterContinental Hotel Group PLC

115,278

2,226,098

International Personal Finance PLC

517,515

2,578,615

International Power PLC

213,071

1,424,544

Legal & General Group PLC

996,089

1,602,268

Lloyds Banking Group PLC (a)

2,775,954

3,050,734

Micro Focus International PLC

116,800

714,467

Ocado Group PLC (a)

898,900

2,011,921

Reckitt Benckiser Group PLC

77,341

4,325,764

Rio Tinto PLC

81,540

5,295,383

Royal Dutch Shell PLC Class B

323,756

10,359,427

Schroders PLC

85,800

2,170,564

SuperGroup PLC

11,000

199,147

TalkTalk Telecom Group PLC (a)

964,758

2,038,761

Ultra Electronics Holdings PLC

32,400

966,039

Vodafone Group PLC

1,916,500

5,238,297

Vodafone Group PLC sponsored ADR

47,212

1,298,802

Wolseley PLC (a)

75,760

2,018,531

Xstrata PLC

173,300

3,358,208

TOTAL UNITED KINGDOM

116,266,936

United States of America - 45.5%

Amazon.com, Inc. (a)

47,800

7,893,692

Ameriprise Financial, Inc.

110,000

5,685,900

AMETEK, Inc.

85,000

4,594,250

Anadarko Petroleum Corp.

156,000

9,604,920

AnnTaylor Stores Corp. (a)

61,000

1,421,300

Apple, Inc. (a)

64,600

19,436,202

Ardea Biosciences, Inc. (a)

33,058

704,797

AsiaInfo Holdings, Inc. (a)

39,100

868,802

Autoliv, Inc.

38,000

2,709,400

Berkshire Hathaway, Inc. Class B (a)

134,000

10,661,040

BioMarin Pharmaceutical, Inc. (a)

124,000

3,243,840

Broadcom Corp. Class A

140,000

5,703,600

C.H. Robinson Worldwide, Inc.

66,000

4,651,680

Caterpillar, Inc.

86,000

6,759,600

Celanese Corp. Class A

18,000

641,700

CF Industries Holdings, Inc.

15,200

1,862,456

Chevron Corp.

102,000

8,426,220

 

Shares

Value

Citi Trends, Inc. (a)

53,000

$ 1,111,940

Citrix Systems, Inc. (a)

82,000

5,253,740

Cloud Peak Energy, Inc.

137,000

2,379,690

Cognizant Technology Solutions Corp. Class A (a)

161,000

10,495,590

CSX Corp.

224,000

13,764,800

Cummins, Inc.

287,000

25,284,700

Danaher Corp.

13,000

563,680

Eaton Corp.

83,000

7,372,890

eBay, Inc. (a)

476,000

14,189,560

Echo Global Logistics, Inc.

25,000

355,000

Edwards Lifesciences Corp. (a)

228,000

14,571,480

Elizabeth Arden, Inc. (a)

44,547

910,986

Emerson Electric Co.

169,000

9,278,100

Endo Pharmaceuticals Holdings, Inc. (a)

179,000

6,576,460

EnerSys (a)

30,000

790,800

Estee Lauder Companies, Inc. Class A

288,000

20,496,960

Exxon Mobil Corp.

331,000

22,001,570

Ford Motor Co. (a)

180,000

2,543,400

Fossil, Inc. (a)

105,900

6,247,041

Freeport-McMoRan Copper & Gold, Inc.

92,300

8,738,964

G-III Apparel Group Ltd. (a)

147,600

3,896,640

Google, Inc. Class A (a)

33,000

20,228,670

Greenbrier Companies, Inc. (a)

81,000

1,474,200

Hess Corp.

51,000

3,214,530

HMS Holdings Corp. (a)

30,000

1,803,300

Holly Corp.

33,000

1,080,090

Illumina, Inc. (a)

16,800

912,408

ImmunoGen, Inc. (a)

45,523

374,199

Informatica Corp. (a)

109,970

4,474,679

iRobot Corp. (a)

194,000

4,050,720

Isilon Systems, Inc. (a)

48,000

1,366,560

Jos. A. Bank Clothiers, Inc. (a)

190,500

8,305,800

Juniper Networks, Inc. (a)

69,000

2,234,910

M.D.C. Holdings, Inc.

25,000

643,750

Mako Surgical Corp. (a)(c)

155,300

1,674,134

MasterCard, Inc. Class A

5,000

1,200,300

Micromet, Inc. (a)

100,000

749,000

MIPS Technologies, Inc. (a)

330,000

4,851,000

Molycorp, Inc. (c)

34,000

1,203,600

NetApp, Inc. (a)

15,000

798,750

Neurocrine Biosciences, Inc. (a)

27,895

227,065

NII Holdings, Inc. (a)

101,200

4,231,172

NIKE, Inc. Class B

32,000

2,606,080

Oil States International, Inc. (a)

72,000

3,680,640

OpenTable, Inc. (a)

7,000

429,450

Oracle Corp.

291,000

8,555,400

PACCAR, Inc.

72,000

3,690,720

Perrigo Co.

252,000

16,601,760

Phillips-Van Heusen Corp.

149,900

9,194,866

Precision Castparts Corp.

27,000

3,687,660

Prestige Brands Holdings, Inc. (a)

179,000

1,924,250

Public Storage

32,000

3,175,040

Common Stocks - continued

Shares

Value

United States of America - continued

QUALCOMM, Inc.

215,000

$ 9,702,950

Red Hat, Inc. (a)

38,000

1,605,880

Riverbed Technology, Inc. (a)

42,000

2,416,680

Roper Industries, Inc.

20,000

1,388,600

Ross Stores, Inc.

15,000

884,850

Salesforce.com, Inc. (a)

31,055

3,604,554

Sapient Corp.

95,000

1,250,200

Skyworks Solutions, Inc. (a)

544,000

12,463,040

Solera Holdings, Inc.

20,000

961,000

Southwest Airlines Co.

549,000

7,554,240

Stericycle, Inc. (a)

28,000

2,008,720

Steven Madden Ltd. (a)

21,000

888,300

Summer Infant, Inc. (a)

50,000

400,000

Susser Holdings Corp. (a)

5,000

68,350

SVB Financial Group (a)

72,730

3,152,118

Targacept, Inc. (a)

53,000

1,312,280

Tenneco, Inc. (a)

37,000

1,206,940

The Mosaic Co.

20,900

1,529,044

Theravance, Inc. (a)

137,000

2,792,060

Titan International, Inc. (c)

119,000

1,805,230

TJX Companies, Inc.

20,000

917,800

TRW Automotive Holdings Corp. (a)

44,000

2,010,360

Union Pacific Corp.

337,600

29,600,776

United Therapeutics Corp. (a)

12,600

756,000

Vera Bradley, Inc. (a)

1,100

30,085

VeriFone Holdings, Inc. (a)

42,000

1,420,860

Virgin Media, Inc.

160,500

4,081,515

VMware, Inc. Class A (a)

6,000

458,760

Volcano Corp. (a)

123,000

3,003,660

Walter Energy, Inc.

15,900

1,398,564

WebMD Health Corp. (a)

71,726

3,749,835

Whiting Petroleum Corp. (a)

24,000

2,410,560

WMS Industries, Inc. (a)

20,000

872,600

ZIOPHARM Oncology, Inc. (a)

270,000

1,163,700

Zix Corp. (a)

100,000

389,000

TOTAL UNITED STATES OF AMERICA

499,597,204

TOTAL COMMON STOCKS

(Cost $913,622,525)

1,062,954,260

Nonconvertible Preferred Stocks - 1.4%

 

 

 

 

Germany - 1.4%

ProSiebenSat.1 Media AG

41,900

1,107,150

Volkswagen AG

91,000

13,675,171

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $11,953,393)

14,782,321

Convertible Bonds - 0.2%

 

Principal Amount

Value

United States of America - 0.2%

Newpark Resources, Inc. 4% 10/1/17

$ 750,000

$ 690,825

Volcano Corp. 2.875% 9/1/15

860,000

940,926

TOTAL CONVERTIBLE BONDS

(Cost $1,610,000)

1,631,751

Money Market Funds - 1.5%

Shares

 

Fidelity Cash Central Fund, 0.23% (b)

13,142,928

13,142,928

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

3,828,100

3,828,100

TOTAL MONEY MARKET FUNDS

(Cost $16,971,028)

16,971,028

TOTAL INVESTMENT PORTFOLIO - 99.9%

(Cost $944,156,946)

1,096,339,360

NET OTHER ASSETS (LIABILITIES) - 0.1%

1,588,761

NET ASSETS - 100%

$ 1,097,928,121

Legend

(a) Non-income producing

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

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

(d) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $698,700 or 0.1% of net assets.

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 33,659

Fidelity Securities Lending Cash Central Fund

257,400

Total

$ 291,059

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United States of America

$ 499,597,204

$ 499,597,204

$ -

$ -

United Kingdom

116,266,936

46,688,062

69,578,874

-

Japan

67,324,468

32,416,994

34,907,474

-

Germany

49,284,861

39,080,517

10,204,344

-

France

48,376,494

45,959,416

2,417,078

-

Switzerland

42,969,430

29,853,964

13,115,466

-

Spain

20,597,689

6,140,334

14,457,355

-

Denmark

20,398,162

10,517,650

9,880,512

-

India

18,427,163

18,427,163

-

-

Cyprus

34,550

-

-

34,550

Other

194,459,624

186,419,753

8,039,871

-

Corporate Bonds

1,631,751

-

1,631,751

-

Money Market Funds

16,971,028

16,971,028

-

-

Total Investments in Securities:

$ 1,096,339,360

$ 932,072,085

$ 164,232,725

$ 34,550

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

Investments in Securities:

Beginning Balance

$ -

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

(36,260)

Cost of Purchases

-

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in to Level 3

70,810

Transfers out of Level 3

-

Ending Balance

$ 34,550

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at October 31, 2010

$ (36,260)

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

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $165,341,843 of which $21,859,750 and $143,482,093 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

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

Annual Report

Fidelity Worldwide Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $3,745,161) - See accompanying schedule:

Unaffiliated issuers (cost $927,185,918)

$ 1,079,368,332

 

Fidelity Central Funds (cost $16,971,028)

16,971,028

 

Total Investments (cost $944,156,946)

 

$ 1,096,339,360

Cash

1

Receivable for investments sold

28,129,502

Receivable for fund shares sold

823,725

Dividends receivable

1,062,804

Interest receivable

4,914

Distributions receivable from Fidelity Central Funds

6,115

Other receivables

273,028

Total assets

1,126,639,449

 

 

 

Liabilities

Payable for investments purchased

$ 22,295,156

Payable for fund shares redeemed

1,004,722

Accrued management fee

654,093

Distribution and service plan fees payable

2,780

Other affiliated payables

259,457

Other payables and accrued expenses

667,020

Collateral on securities loaned, at value

3,828,100

Total liabilities

28,711,328

 

 

 

Net Assets

$ 1,097,928,121

Net Assets consist of:

 

Paid in capital

$ 1,119,079,477

Undistributed net investment income

4,480,160

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

(177,294,491)

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

151,662,975

Net Assets

$ 1,097,928,121

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($7,530,175 ÷ 430,387 shares)

$ 17.50

 

 

 

Maximum offering price per share (100/94.25 of $17.50)

$ 18.57

Class T:
Net Asset Value
and redemption price per share ($1,120,118 ÷ 64,167 shares)

$ 17.46

 

 

 

Maximum offering price per share (100/96.50 of $17.46)

$ 18.09

Class B:
Net Asset Value
and offering price per share ($305,259 ÷ 17,554 shares)A

$ 17.39

 

 

 

Class C:
Net Asset Value
and offering price per share ($709,608 ÷ 40,879 shares)A

$ 17.36

 

 

 

 

 

 

Worldwide:
Net Asset Value
, offering price and redemption price per share ($1,087,928,252 ÷ 61,872,662 shares)

$ 17.58

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($334,709 ÷ 19,050 shares)

$ 17.57

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

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

Annual Report

Fidelity Worldwide Fund
Financial Statements - continued

Statement of Operations

  

Year ended October 31, 2010

Investment Income

  

  

Dividends

 

$ 17,385,889

Interest

 

56,807

Income from Fidelity Central Funds

 

291,059

Income before foreign taxes withheld

 

17,733,755

Less foreign taxes withheld

 

(1,004,412)

Total income

 

16,729,343

 

 

 

Expenses

Management fee
Basic fee

$ 7,318,345

Performance adjustment

963,702

Transfer agent fees

2,662,400

Distribution and service plan fees

20,954

Accounting and security lending fees

482,070

Custodian fees and expenses

253,340

Independent trustees' compensation

5,982

Registration fees

81,815

Audit

77,918

Legal

5,594

Miscellaneous

14,254

Total expenses before reductions

11,886,374

Expense reductions

(325,816)

11,560,558

Net investment income (loss)

5,168,785

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $6,310)

100,622,328

Foreign currency transactions

(292,326)

Total net realized gain (loss)

 

100,330,002

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $504,850)

67,000,721

Assets and liabilities in foreign currencies

(9,475)

Total change in net unrealized appreciation (depreciation)

 

66,991,246

Net gain (loss)

167,321,248

Net increase (decrease) in net assets resulting from operations

$ 172,490,033

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 5,168,785

$ 8,075,049

Net realized gain (loss)

100,330,002

(130,252,833)

Change in net unrealized appreciation (depreciation)

66,991,246

233,691,843

Net increase (decrease) in net assets resulting from operations

172,490,033

111,514,059

Distributions to shareholders from net investment income

(6,419,967)

(11,746,083)

Distributions to shareholders from net realized gain

(993,213)

-

Total distributions

(7,413,180)

(11,746,083)

Share transactions - net increase (decrease)

(61,476,980)

(40,383,349)

Redemption fees

31,293

26,981

Total increase (decrease) in net assets

103,631,166

59,411,608

 

 

 

Net Assets

Beginning of period

994,296,955

934,885,347

End of period (including undistributed net investment income of $4,480,160 and undistributed net investment income of $5,696,383, respectively)

$ 1,097,928,121

$ 994,296,955

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

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 14.96

$ 10.88

Income from Investment Operations

 

 

Net investment income (loss)E

  .03

(.01)

Net realized and unrealized gain (loss)

  2.63

4.09

Total from investment operations

  2.66

4.08

Distributions from net investment income

  (.10)

-

Distributions from net realized gain

  (.02)

-

Total distributions

  (.12)

-

Redemption fees added to paid in capital E,J

  -

-

Net asset value, end of period

$ 17.50

$ 14.96

Total ReturnB,C,D

  17.85%

37.50%

Ratios to Average Net AssetsF,I

 

 

Expenses before reductions

  1.43%

1.52%A

Expenses net of fee waivers, if any

  1.43%

1.52%A

Expenses net of all reductions

  1.41%

1.49%A

Net investment income (loss)

  .21%

(.06)%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 7,530

$ 993

Portfolio turnover rateG

  166%

224%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

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

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

J Amount represents less than $.01 per share.

Financial Highlights - Class T

Years ended October 31,

2010

2009H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 14.94

$ 10.88

Income from Investment Operations

 

 

Net investment income (loss)E

  (.01)

(.01)

Net realized and unrealized gain (loss)

  2.62

4.07

Total from investment operations

  2.61

4.06

Distributions from net investment income

  (.08)

-

Distributions from net realized gain

  (.02)

-

Total distributions

  (.09)K

-

Redemption fees added to paid in capital E,J

  -

-

Net asset value, end of period

$ 17.46

$ 14.94

Total ReturnB,C,D

  17.53%

37.32%

Ratios to Average Net AssetsF,I

 

 

Expenses before reductions

  1.70%

1.73%A

Expenses net of fee waivers, if any

  1.70%

1.73%A

Expenses net of all reductions

  1.68%

1.70%A

Net investment income (loss)

  (.05) %

(.08)%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 1,120

$ 458

Portfolio turnover rateG

  166%

224%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

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

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

J Amount represents less than $.01 per share.

K Total distributions of $.09 per share is comprised of distributions from net investment income of $.075 and distributions from net realized gain of $.015 per share.

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

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 14.89

$ 10.88

Income from Investment Operations

 

 

Net investment income (loss)E

  (.09)

(.03)

Net realized and unrealized gain (loss)

  2.61

4.04

Total from investment operations

  2.52

4.01

Distributions from net investment income

  (.01)

-

Distributions from net realized gain

(.01)

-

Total distributions

  (.02)

-

Redemption fees added to paid in capital E,J

  -

-

Net asset value, end of period

$ 17.39

$ 14.89

Total ReturnB,C,D

  16.92%

36.86%

Ratios to Average Net AssetsF,I

 

 

Expenses before reductions

  2.19%

2.20%A

Expenses net of fee waivers, if any

  2.19%

2.20%A

Expenses net of all reductions

  2.17%

2.17%A

Net investment income (loss)

  (.55)%

(.30)%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 305

$ 224

Portfolio turnover rateG

  166%

224%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

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

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

J Amount represents less than $.01 per share.

Financial Highlights - Class C

Years ended October 31,

2010

2009H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 14.89

$ 10.88

Income from Investment Operations

 

 

Net investment income (loss)E

  (.09)

(.04)

Net realized and unrealized gain (loss)

  2.61

4.05

Total from investment operations

  2.52

4.01

Distributions from net investment income

  (.03)

-

Distributions from net realized gain

  (.02)

-

Total distributions

  (.05)

-

Redemption fees added to paid in capital E,J

  -

-

Net asset value, end of period

$ 17.36

$ 14.89

Total ReturnB,C,D

  16.94%

36.86%

Ratios to Average Net AssetsF,I

 

 

Expenses before reductions

  2.19%

2.18%A

Expenses net of fee waivers, if any

  2.19%

2.18%A

Expenses net of all reductions

  2.16%

2.15%A

Net investment income (loss)

  (.54)%

(.39)%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 710

$ 335

Portfolio turnover rateG

  166%

224%

A Annualized

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

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

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

E Calculated based on average shares outstanding during the period.

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

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

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

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

J Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Worldwide

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 14.98

$ 13.40

$ 25.18

$ 21.82

$ 19.05

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)B

  .08

.12

.16

.14

.17

Net realized and unrealized gain (loss)

  2.63

1.63

(9.44)

6.05

3.74

Total from investment operations

  2.71

1.75

(9.28)

6.19

3.91

Distributions from net investment income

  (.10)

(.17)

(.12)

(.17)

(.10)

Distributions from net realized gain

  (.02)

-

(2.38)

(2.66)

(1.04)

Total distributions

  (.11)G

(.17)

(2.50)

(2.83)

(1.14)

Redemption fees added to paid in capitalB,F

  -

-

-

-

-

Net asset value, end of period

$ 17.58

$ 14.98

$ 13.40

$ 25.18

$ 21.82

Total ReturnA

  18.18%

13.39%

(40.66)%

31.87%

21.31%

Ratios to Average Net AssetsC,E

 

 

 

 

 

Expenses before reductions

  1.15%

1.27%

1.21%

1.04%

1.08%

Expenses net of fee waivers, if any

  1.15%

1.27%

1.21%

1.04%

1.08%

Expenses net of all reductions

  1.12%

1.24%

1.19%

1.02%

1.02%

Net investment income (loss)

  .50%

.92%

.84%

.66%

.85%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 1,087,928

$ 991,996

$ 934,885

$ 1,773,603

$ 1,328,219

Portfolio turnover rateD

  166%

224%

264%

128%

205%

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

B Calculated based on average shares outstanding during the period.

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

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

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

F Amount represents less than $.01 per share.

G Total distributions of $.11 per share is comprised of distributions from net investment income of $.097 and distributions from net realized gain of $.015 per share.

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 15.00

$ 10.88

Income from Investment Operations

 

 

Net investment income (loss)D

  .07

.06

Net realized and unrealized gain (loss)

  2.63

4.06

Total from investment operations

  2.70

4.12

Distributions from net investment income

  (.11)

-

Distributions from net realized gain

  (.02)

-

Total distributions

  (.13)

-

Redemption fees added to paid in capital D,I

  -

-

Net asset value, end of period

$ 17.57

$ 15.00

Total ReturnB,C

  18.08%

37.87%

Ratios to Average Net AssetsE,H

 

 

Expenses before reductions

  1.21%

1.17%A

Expenses net of fee waivers, if any

  1.21%

1.17%A

Expenses net of all reductions

  1.19%

1.15%A

Net investment income (loss)

  .44%

.62%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 335

$ 290

Portfolio turnover rateF

  166%

224%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

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

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

I Amount represents less than $.01 per share.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Worldwide Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Worldwide and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

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

3. Significant Accounting Policies.

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

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

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

Level 1 - quoted prices in active markets for identical investments

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

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

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

Debt securities, including restricted securities, are valued based on evaluated prices received from independent pricing services or from dealers who make markets in such securities. For corporate bonds pricing services utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices and are generally categorized as Level 2 in the hierarchy.

Investments in open-end mutual funds, including Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing matrices which consider similar factors that would be used by independent pricing services. These are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

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

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

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

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

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

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

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

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

Book-tax differences are primarily due to short-term capital gain distributions from the Fidelity Central Funds, foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), market discount, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Gross unrealized appreciation

$ 169,802,860

Gross unrealized depreciation

(32,295,987)

Net unrealized appreciation (depreciation)

$ 137,506,873

 

 

Tax Cost

$ 958,832,487

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

Undistributed ordinary income

$ 7,203,381

Capital loss carryforward

$ (165,341,843)

Net unrealized appreciation (depreciation)

$ 137,543,936

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 7,413,180

$ 11,746,083

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

4. Operating Policies.

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

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,661,853,880 and $1,707,033,315, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of Worldwide as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .80% of the Fund's average net assets.

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

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

 

Distribution
Fee

Service
Fee

Total
Fees

Retained
by FDC

Class A

-%

.25%

$ 8,876

$ 1,881

Class T

.25%

.25%

3,697

386

Class B

.75%

.25%

2,689

2,305

Class C

.75%

.25%

5,692

3,823

 

 

 

$ 20,954

$ 8,395

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

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

 

Retained
by FDC

Class A

$ 5,564

Class T

943

Class B*

250

Class C*

11

 

$ 6,768

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

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

 

Amount

% of
Average
Net Assets

Class A

$ 10,509

.29

Class T

2,317

.31

Class B

823

.31

Class C

1,715

.30

Worldwide

2,645,955

.26

Institutional Class

1,081

.32

 

$ 2,662,400

 

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $34,964 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $4,054 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

Annual Report

Notes to Financial Statements - continued

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $257,400.During the period, there were no securities loaned to FCM.

9. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of Worldwide's operating expenses. During the period, this reimbursement reduced the class' expenses by $43,251.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $282,565 for the period.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009A

From net investment income

 

 

Class A

$ 9,814

$ -

Class T

2,409

-

Class B

75

-

Class C

827

-

Worldwide

6,404,601

11,746,083

Institutional Class

2,241

-

Total

$ 6,419,967

$ 11,746,083

From net realized gain

 

 

Class A

$ 1,404

$ -

Class T

480

-

Class B

191

-

Class C

373

-

Worldwide

990,471

-

Institutional Class

294

-

Total

$ 993,213

$ -

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

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009A

2010

2009A

Class A

 

 

 

 

Shares sold

404,777

68,262

$ 6,463,954

$ 954,848

Reinvestment of distributions

589

-

9,399

-

Shares redeemed

(41,328)

(1,913)

(668,935)

(30,621)

Net increase (decrease)

364,038

66,349

$ 5,804,418

$ 924,227

Annual Report

11. Share Transactions - continued

 

Shares

Dollars

Years ended October 31,

2010

2009A

2010

2009A

Class T

 

 

 

 

Shares sold

57,729

31,350

$ 930,150

$ 413,190

Reinvestment of distributions

156

-

2,498

-

Shares redeemed

(24,377)

(691)

(385,540)

(10,728)

Net increase (decrease)

33,508

30,659

$ 547,108

$ 402,462

Class B

 

 

 

 

Shares sold

11,168

16,229

$ 177,092

$ 199,531

Reinvestment of distributions

16

-

260

-

Shares redeemed

(8,709)

(1,150)

(138,098)

(18,389)

Net increase (decrease)

2,475

15,079

$ 39,254

$ 181,142

Class C

 

 

 

 

Shares sold

34,028

23,542

$ 543,674

$ 304,403

Reinvestment of distributions

68

-

1,087

-

Shares redeemed

(15,747)

(1,012)

(246,126)

(14,575)

Net increase (decrease)

18,349

22,530

$ 298,635

$ 289,828

Worldwide

 

 

 

 

Shares sold

8,421,228

9,823,250

$ 135,177,567

$ 126,506,866

Reinvestment of distributions

449,494

959,833

7,194,622

11,413,258

Shares redeemed

(13,209,138)

(14,319,175)

(210,537,866)

(180,350,310)

Net increase (decrease)

(4,338,416)

(3,536,092)

$ (68,165,677)

$ (42,430,186)

Institutional Class

 

 

 

 

Shares sold

9,920

19,375

$ 162,697

$ 249,261

Reinvestment of distributions

158

-

2,535

-

Shares redeemed

(10,397)

(6)

(165,950)

(83)

Net increase (decrease)

(319)

19,369

$ (718)

$ 249,178

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

12. Other.

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

Annual Report

Report of Independent Registered Public Accounting Firm

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

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

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

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

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 17, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and funds, as applicable, are listed below. The Board of Trustees governs each fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee each fund's activities, review contractual arrangements with companies that provide services to each fund, oversee management of the risks associated with such activities and contractual arrangements, and review each fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

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

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

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

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the funds. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

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

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

Annual Report

Trustees and Officers - continued

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

Interested Trustees*:

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

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

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

James C. Curvey (75)

 

Year of Election or Appointment: 2007

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

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

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

Independent Trustees:

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

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

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

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

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

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

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

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

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

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

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

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

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

Annual Report

Trustees and Officers - continued

Advisory Board Member and Executive Officers:

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

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

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

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

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

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

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

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

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

William C. Coffey (41)

 

Year of Election or Appointment: 2009

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

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

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

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

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

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

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

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

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

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

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

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

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

John R. Hebble (52)

 

Year of Election or Appointment: 2009

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

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

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

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

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

Annual Report

Distributions (Unaudited)

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

 

Pay Date

Record Date

Dividends

Capital Gains

Fidelity Diversified International Fund

12/06/10

12/03/10

$0.368

$0.081

Fidelity International Capital Appreciation Fund

12/06/10

12/03/10

$0.120

$0.100

Fidelity Overseas Fund

12/06/10

12/03/10

$0.481

$0.000

Fidelity Worldwide Fund

12/06/10

12/03/10

$0.078

$0.046

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

 

Ex Date

 

Fidelity Diversified International Fund

12/04/2009

100%

Fidelity International Capital Appreciation Fund

12/04/2009

40%

Fidelity Overseas Fund

12/04/2009

100%

Fidelity Overseas Fund

12/30/2009

100%

Fidelity Worldwide Fund

12/04/2009

100%

Fidelity Worldwide Fund

12/30/2009

100%

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

 

Ex Date

 

Fidelity Worldwide Fund

12/04/2009

58%

Fidelity Worldwide Fund

12/30/2009

100%

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Fidelity Diversified International Fund

12/07/2009

0.296

0.031

Fidelity International Capital Appreciation Fund

12/07/2009

0.084

0.0145

Fidelity Overseas Fund

12/07/2009

0.435

0.0394

Fidelity Overseas Fund

12/31/2009

0.009

0.0000

Fidelity Worldwide Fund

12/07/2009

0.097

0.0113

Fidelity Worldwide Fund

12/31/2009

0.004

0.0000

The funds will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Broadly Diversified International Equity Funds

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

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

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

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

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

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

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

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

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

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Investment Performance (Diversified International Fund and Overseas Fund). The Board considered whether each fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed each fund's absolute investment performance for each class (except Class F), as well as each fund's relative investment performance for each class (except Class F) measured over multiple periods against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, as available, the cumulative total returns of Class K and the retail class of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. (Class F of each fund had less than one year of performance as of December 31, 2009.) The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Fidelity Diversified International Fund

fid161

The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class of the fund (the class with the longer performance record) was in the second quartile for all the periods shown. The Board also noted that the investment performance of the retail class of the fund compared favorably to its benchmark for the three- and five-year periods, although the one-year cumulative total return of the retail class of the fund was lower than its benchmark. The Board considered that the variations in performance between the fund's classes reflect the variations in class expenses, which result in lower performance for the higher expense class. The Board also reviewed the fund's performance since inception as well as performance in the current year.

Annual Report

Fidelity Overseas Fund

fid163

The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class of the fund (the class with the longer performance record) was in the fourth quartile for the one-year period and the third quartile for the three- and five-year periods. The Board also noted that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board discussed with FMR actions that have been taken by FMR to improve the fund's disappointing performance relative to its peer group and benchmark. The Board noted that this fund had underperformed in the previous year and discussed with FMR its disappointment with the continued underperformance of the fund. The Board also reviewed the fund's performance since inception as well as performance in the current year. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

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

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

Investment Performance (International Capital Appreciation Fund). The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured over multiple periods against (i) a broad-based securities market index, and (ii) a custom peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, the fund's cumulative total returns, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a custom peer group of mutual funds defined by FMR based on categories assigned by Morningstar, Inc. The fund's custom peer group, defined by FMR, is a peer group that FMR believes provides a more meaningful performance comparison than the peer group assigned by Morningstar, Inc., which assigns mutual funds to categories based on their investment styles as measured by their underlying portfolio holdings. The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity International Capital Appreciation Fund

fid165

The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the fund was in the first quartile for the one-year period, the third quartile for the three-year period, and the fourth quartile for the five-year period. The Board also noted that the investment performance of the fund was lower than its benchmark for the three- and five-year periods, although the fund's one-year cumulative total return compared favorably to its benchmark. The Board also reviewed the fund's performance since inception as well as performance in the current year.

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

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

Investment Performance (Worldwide Fund). The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It reviewed the fund's absolute investment performance for the retail class, as well as the fund's relative investment performance for the retail class measured over multiple periods against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, the cumulative total returns of the retail class of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. (The Advisor classes of the fund had less than one year of performance as of December 31, 2009.) The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the retail class of the fund.

Annual Report

Fidelity Worldwide Fund

fid167

The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class of the fund was in the third quartile for the one-year period and the second quartile for the three- and five-year periods. The Board also noted that the investment performance of the retail class of the fund compared favorably to its benchmark for the three- and five-year periods, although the fund's one-year cumulative total return was below its benchmark. The Board also reviewed the fund's performance since inception as well as performance in the current year.

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

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

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

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the charts below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to a fund's performance adjustment (if applicable). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than a fund's. For example, a TMG % of 15% means that 85% of the funds in the Total Mapped Group had higher management fees than a fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which a fund's management fee ranked and the impact of a fund's performance adjustment, is also included in the charts and considered by the Board.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity Diversified International Fund

fid169

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Fidelity International Capital Appreciation Fund

fid171

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Annual Report

Fidelity Overseas Fund

fid173

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Fidelity Worldwide Fund

fid175

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

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

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

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

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

The Board noted that the total expenses of each class of Diversified International Fund and Overseas Fund ranked below its competitive median for 2009.

The Board noted that the total expenses of International Capital Appreciation ranked below its competitive median for 2009.

The Board noted that the total expenses of each of Class B, Class C, and the retail class of Worldwide Fund ranked below its competitive median for 2009, the total expenses of Class A ranked equal to its competitive median for 2009, and the total expenses of each of Class T and Institutional Class ranked above its competitive median for 2009. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

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

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

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

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

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

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

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

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

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

Annual Report

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

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

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

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

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

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

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional

Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodians

JPMorgan Chase Bank
New York, NY

Fidelity Diversified International Fund, Fidelity Overseas Fund, and Fidelity Worldwide Fund

The Northern Trust Company
Chicago, IL

Fidelity International Capital Appreciation Fund

Corporate Headquarters

82 Devonshire Street
Boston, MA 02109
www.fidelity.com

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

Exchanges/Redemptions
and Account Assistance 1-800-544-6666

Product Information 1-800-544-6666

Retirement Accounts 1-800-544-4774
(8 a.m. - 9 p.m.)

TDD Service 1-800-544-0118
for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)

Fidelity Automated Service
Telephone (FAST®) fid177
1-800-544-5555

fid177
Automated line for quickest service

fid180

IBD-UANNPRO-1210
1.784774.107

Fidelity®
Diversified International
Fund -
Class F

Annual Report

October 31, 2010
(2_fidelity_logos) (Registered_Trademark)

Contents

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

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

Investments

<Click Here>

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

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

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

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

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

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

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

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

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Performance: The Bottom Line

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

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

Class F A

11.41%

3.41%

5.66%

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

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Diversified International Fund - Class F on October 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE® (Europe, Australasia, Far East) Index performed over the same period. The initial offering of Class F took place on June 26, 2009. See above for additional information regarding the performance of Class F.

fid193

Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from William Bower, Portfolio Manager of Fidelity® Diversified International Fund: For the year, the fund's Class F shares gained 11.41%, solidly outperforming the 8.49% return of the MSCI EAFE® (Europe, Australasia, Far East) Index. The fund was helped most by strong security selection in the consumer discretionary, materials, technology, financials and health care groups. In terms of countries, my picks in Germany were particularly productive, while underweighting Japan and overweighting China also aided results. Individual contributors included Danish pharmaceutical company Novo Nordisk, German automakers Volkswagen - since sold - and BMW, two out-of-benchmark positions - Chinese Internet search provider Baidu and Taiwanese smart phone manufacturer HTC - German medical equipment company Fresenius and French holding company PPR. Conversely, underweighting industrials hurt, as did overweighting energy. Geographically, unfavorable stock selection in the United Kingdom and China curtailed results. At the issuer level, detractors included out-of-index energy company Transocean, Spanish telecommunications company Telefonica, an out-of-benchmark investment in Canadian energy firm Petrobank Energy & Resources, not owning French luxury goods and index component Richemont and a since-sold position in Swiss pharmaceutical firm Actelion.

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

Annual Report

Fidelity Diversified International Fund

Shareholder Expense Example

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

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

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010
to October 31, 2010

Diversified International

.96%

 

 

 

Actual

 

$ 1,000.00

$ 1,062.30

$ 4.99

HypotheticalA

 

$ 1,000.00

$ 1,020.37

$ 4.89

Class K

.78%

 

 

 

Actual

 

$ 1,000.00

$ 1,063.00

$ 4.06

HypotheticalA

 

$ 1,000.00

$ 1,021.27

$ 3.97

Class F

.73%

 

 

 

Actual

 

$ 1,000.00

$ 1,063.80

$ 3.80

HypotheticalA

 

$ 1,000.00

$ 1,021.53

$ 3.72

A 5% return per year before expenses

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

Annual Report

Fidelity Diversified International Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

fid195

United Kingdom

18.4%

 

fid197

Japan

11.8%

 

fid199

United States of America

10.4%

 

fid201

Germany

8.1%

 

fid203

Switzerland

7.7%

 

fid205

France

7.0%

 

fid207

Canada

4.3%

 

fid209

Spain

3.9%

 

fid211

Netherlands

3.2%

 

fid213

Other

25.2%

 

fid215

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

As of April 30, 2010

fid195

United Kingdom

17.1%

 

fid197

Japan

15.1%

 

fid199

United States of America

10.7%

 

fid201

France

9.5%

 

fid203

Switzerland

8.0%

 

fid205

Germany

7.6%

 

fid207

Spain

4.2%

 

fid209

Canada

4.0%

 

fid211

Australia

2.8%

 

fid213

Other

21.0%

 

fid227

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

95.9

96.9

Short-Term Investments and Net Other Assets

4.1

3.1

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Nestle SA (Switzerland, Food Products)

2.3

1.9

BP PLC (United Kingdom, Oil, Gas & Consumable Fuels)

2.1

0.9

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

2.0

1.3

Vodafone Group PLC (United Kingdom, Wireless Telecommunication Services)

1.9

1.4

BHP Billiton Ltd. sponsored ADR (Australia, Metals & Mining)

1.7

1.3

Banco Santander SA sponsored ADR (Spain, Commercial Banks)

1.5

1.2

HSBC Holdings PLC (United Kingdom, Commercial Banks)

1.5

2.0

Novo Nordisk AS Series B (Denmark, Pharmaceuticals)

1.4

1.1

Anheuser-Busch InBev SA NV (Belgium, Beverages)

1.1

1.0

Siemens AG (Germany, Industrial Conglomerates)

1.1

0.7

 

16.6

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

20.5

21.3

Consumer Discretionary

13.8

10.3

Energy

11.4

10.6

Materials

10.2

8.8

Information Technology

9.5

10.6

Consumer Staples

9.2

8.9

Industrials

8.2

9.5

Health Care

7.3

9.4

Telecommunication Services

5.4

5.3

Utilities

0.4

2.2

Annual Report

Fidelity Diversified International Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 94.4%

Shares

Value

Argentina - 0.0%

Telecom Argentina SA Class B sponsored ADR

45,100

$ 1,075,184

Australia - 3.1%

AMP Ltd.

14,831,137

77,586,587

BHP Billiton Ltd. sponsored ADR (d)

7,059,600

583,052,364

Centamin Egypt Ltd. (United Kingdom) (a)

173,900

482,002

Newcrest Mining Ltd.

7,469,169

292,394,171

QBE Insurance Group Ltd.

4,150,000

69,846,106

Westfield Group unit

4,650,000

56,395,512

TOTAL AUSTRALIA

1,079,756,742

Bahamas (Nassau) - 0.0%

Petrominerales Ltd.

19,000

486,783

Bailiwick of Guernsey - 0.6%

Resolution Ltd.

50,499,100

211,895,783

Bailiwick of Jersey - 1.7%

Experian PLC

16,227,900

188,626,591

Informa PLC

13,102,770

91,527,749

Randgold Resources Ltd. sponsored ADR

888,300

83,429,136

Shire PLC

2,291,500

53,768,144

WPP PLC

15,153,311

176,073,094

TOTAL BAILIWICK OF JERSEY

593,424,714

Belgium - 1.3%

Ageas

25,335,700

77,874,672

Anheuser-Busch InBev SA NV

6,035,621

378,215,859

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

5,339,200

22,288

Telenet Group Holding NV

35,000

1,461,023

TOTAL BELGIUM

457,573,842

Bermuda - 0.7%

Central European Media Enterprises Ltd. Class A (a)

19,000

437,950

China Green (Holdings) Ltd.

471,000

483,077

GP Investments, Ltd. unit (a)

121,051

512,325

Huabao International Holdings Ltd.

77,697,000

117,078,015

Li & Fung Ltd.

23,006,000

121,541,132

Sihuan Pharmaceutical Holdings Group Ltd.

1,715,000

1,245,664

Vtech Holdings Ltd.

93,100

968,684

TOTAL BERMUDA

242,266,847

Brazil - 1.6%

Banco Bradesco SA

124,600

2,006,842

Banco do Brasil SA

5,700,000

110,904,068

Banco Santander (Brasil) SA ADR

5,000,000

72,000,000

BM&F Bovespa SA

11,250,000

94,234,952

Drogasil SA

2,204,300

55,755,366

Estacio Participacoes SA

2,189,965

32,710,446

Fleury SA

40,400

522,455

 

Shares

Value

Hypermarcas SA (a)

29,700

$ 488,831

Itau Unibanco Banco Multiplo SA ADR

4,088,800

100,420,928

Mills Estruturas e Servicos de Engenharia SA (a)

1,727,100

20,842,560

Porto Seguro SA

33,400

490,830

Souza Cruz Industria Comerico

875,000

44,958,706

Tractebel Energia SA

64,300

978,938

Weg SA

1,248,292

16,120,959

TOTAL BRAZIL

552,435,881

British Virgin Islands - 0.0%

HLS Systems International Ltd. (a)

40,900

516,976

Canada - 4.3%

Agnico-Eagle Mines Ltd. (Canada)

1,250,000

96,945,779

Barrick Gold Corp.

1,500,000

72,242,377

Canadian Natural Resources Ltd.

4,000,000

145,622,120

Fairfax Financial Holdings Ltd. (sub. vtg.)

170,000

69,538,484

Goldcorp, Inc.

1,475,000

65,860,869

InterOil Corp. (a)(d)

560,000

39,860,800

Ivanhoe Mines Ltd. (a)

1,958,400

46,890,997

Loblaw Companies Ltd. (d)

787,000

33,628,258

Niko Resources Ltd.

2,242,600

213,947,426

Open Text Corp. (a)

1,445,400

63,943,963

OZ Optics Ltd. unit (a)(g)

102,000

451,860

Painted Pony Petroleum Ltd. (a)(e)(f)

1,386,600

9,544,006

Painted Pony Petroleum Ltd. Class A (a)(e)

3,125,000

21,509,462

Petrobank Energy & Resources Ltd. (a)(e)

5,625,000

223,863,859

Silver Wheaton Corp. (a)

2,126,900

61,143,944

Suncor Energy, Inc.

3,100,000

99,331,307

Talisman Energy, Inc.

8,454,900

153,280,813

Uranium One, Inc. (a)

20,200,000

82,590,450

TOTAL CANADA

1,500,196,774

Cayman Islands - 0.6%

A8 Digital Music Holdings Ltd.

1,206,000

486,990

BaWang International (Group) Holding Ltd.

15,728,000

6,614,840

Belle International Holdings Ltd.

9,507,000

17,171,166

China Lodging Group Ltd. ADR

19,300

469,183

Consolidated Water Co., Inc.

100,800

1,031,184

Fook Woo Group Holdings Ltd.

1,396,000

493,474

Hengan International Group Co. Ltd.

7,325,500

68,990,357

Hengdeli Holdings Ltd.

74,000,000

41,051,443

Hua Han Bio-Pharmaceutical Holdings Ltd.

1,504,000

506,427

Lijun International Pharmaceutical Holding Ltd.

69,995,000

24,020,216

Microport Scientific Corp.

1,375,000

1,401,387

Silver Base Group Holdings Ltd.

25,672,000

18,745,818

Want Want China Holdings Ltd.

36,665,000

33,820,964

Wasion Group Holdings Ltd.

686,000

499,150

TOTAL CAYMAN ISLANDS

215,302,599

Common Stocks - continued

Shares

Value

China - 1.5%

Agricultural Bank of China (H Shares)

169,770,000

$ 89,580,300

Baidu.com, Inc. sponsored ADR (a)

1,065,700

117,237,657

China Merchants Bank Co. Ltd. (H Shares)

75,991,000

215,681,600

China Resources Land Ltd.

458,000

902,853

Minth Group Ltd.

4,366,000

8,167,328

NetEase.com, Inc. sponsored ADR (a)

1,279,400

53,478,920

Tingyi (Cayman Islands) Holding Corp.

7,700,000

20,960,490

Xinhua Winshare Publishing and Media Co. Ltd.

911,000

541,811

TOTAL CHINA

506,550,959

Colombia - 0.0%

BanColombia SA sponsored ADR

7,400

499,130

Denmark - 2.4%

Carlsberg AS Series B

1,980,450

216,555,709

Novo Nordisk AS Series B

4,627,712

485,827,751

Pandora A/S

1,108,600

53,784,404

William Demant Holding AS (a)

1,250,000

93,695,770

TOTAL DENMARK

849,863,634

Egypt - 0.0%

Commercial International Bank Ltd.

64,500

485,865

Finland - 0.2%

Nokia Corp.

67,000

719,358

Nokia Corp. sponsored ADR (d)

8,000,000

85,440,000

TOTAL FINLAND

86,159,358

France - 7.0%

Accor SA

425,000

17,424,607

Alstom SA

699,330

35,283,980

Atos Origin SA (a)

1,499,892

69,341,397

AXA SA sponsored ADR

9,441,700

172,122,191

BNP Paribas SA

3,958,600

289,455,595

Cap Gemini SA

2,023,500

103,205,785

Carrefour SA

49,000

2,644,061

Casino Guichard Perrachon et Compagnie

16,017

1,504,363

Danone

36,500

2,309,581

Dassault Aviation SA

36,265

30,024,256

Essilor International SA

1,868,672

124,755,853

Euler Hermes SA (a)

440,000

41,417,901

Iliad Group SA (d)

725,000

81,612,022

Lafarge SA (Bearer)

17,200

982,687

LVMH Moet Hennessy - Louis Vuitton

1,943,198

304,454,959

Pernod-Ricard SA

805,100

71,371,535

PPR SA

1,535,200

251,638,947

Sanofi-Aventis

2,590,429

181,443,991

Schneider Electric SA

767,042

108,864,661

SEB SA

5,400

517,477

Societe Generale Series A

4,207,250

251,876,010

 

Shares

Value

Technip SA

1,401,500

$ 117,767,577

Vallourec SA (d)

1,633,946

169,538,935

TOTAL FRANCE

2,429,558,371

Germany - 6.6%

adidas AG

18,300

1,193,476

BASF AG

1,967,023

143,091,101

Bayerische Motoren Werke AG (BMW)

5,114,261

366,557,445

Daimler AG (Germany) (a)

3,665,693

241,922,812

Deutsche Boerse AG

1,721,100

121,082,332

ElringKlinger AG

310,500

10,345,323

Fresenius Medical Care AG & Co. KGaA

2,706,700

172,380,701

Fresenius SE

2,317,000

204,433,185

GFK AG

1,600,000

67,546,549

HeidelbergCement AG

1,700,000

88,906,002

Kabel Deutschland Holding AG

44,300

1,994,402

Linde AG

1,520,355

218,848,266

Metro AG

1,000,000

70,073,422

Munich Re Group

602,751

94,227,707

Rheinmetall AG

553,250

39,845,869

SAP AG

1,153,350

60,132,938

Siemens AG

25,416

2,902,767

Siemens AG sponsored ADR

3,300,000

377,223,000

Symrise AG

90,000

2,733,156

TOTAL GERMANY

2,285,440,453

Greece - 0.0%

Coca-Cola Hellenic Bottling Co. SA sponsored ADR

39,200

997,248

Hong Kong - 0.8%

AIA Group Ltd.

18,365,200

54,612,851

China Insurance International Holdings Co. Ltd. (a)

281,000

1,033,188

China Mobile (Hong Kong) Ltd.

145,000

1,480,786

China Travel International Investment HK Ltd. (a)

4,062,000

969,482

Henderson Land Development Co. Ltd.

11,788,155

83,720,424

Henderson Land Development Co. Ltd. warrants 6/1/11 (a)

2,171,600

840,484

Hopewell Holdings Ltd.

309,500

974,269

Swire Pacific Ltd. (A Shares)

4,577,000

64,953,395

Wharf Holdings Ltd.

10,294,000

67,597,433

TOTAL HONG KONG

276,182,312

India - 1.0%

Adani Enterprises Ltd.

31,720

504,121

Bajaj Holdings & Investment Ltd.

51,421

1,014,557

CESC Ltd. GDR

113,611

951,692

Cipla Ltd.

131,491

1,047,033

DB Corp. Ltd.

83,211

517,100

Grasim Industries Ltd.

3,416

179,604

HDFC Bank Ltd.

1,971,144

101,606,011

Housing Development Finance Corp. Ltd.

4,336,280

67,277,153

Common Stocks - continued

Shares

Value

India - continued

Infrastructure Development Finance Co. Ltd.

11,302,606

$ 51,011,537

Jyothy Laboratories Ltd.

78,521

488,929

KPIT Cummins Infosystems Ltd.

128,981

457,144

Larsen & Toubro Ltd.

844,293

38,625,096

Motherson Sumi Systems Ltd.

116,901

483,428

Oracle Finance Services Software Ltd. (a)

9,100

453,758

Reliance Industries Ltd.

61,982

1,532,945

Rural Electrification Corp. Ltd.

117,280

980,707

Shriram Transport Finance Co. Ltd.

1,091,429

21,703,001

State Bank of India

1,012,201

71,946,768

TOTAL INDIA

360,780,584

Indonesia - 0.1%

PT Bank Rakyat Indonesia Tbk

827,500

1,055,495

PT Perusahaan Gas Negara Tbk Series B

80,497,000

36,476,926

PT Semen Gresik (Persero) Tbk

907,500

995,076

TOTAL INDONESIA

38,527,497

Ireland - 0.4%

CRH PLC

4,883,800

84,338,043

Ingersoll-Rand Co. Ltd.

1,186,300

46,633,453

TOTAL IRELAND

130,971,496

Italy - 2.2%

Fiat SpA

13,462,200

227,780,856

Impregilo SpA (a)

151,300

484,211

Intesa Sanpaolo SpA

30,390,000

106,878,284

Intesa Sanpaolo SpA (Risparmio Shares)

18,000,000

49,315,771

Mediaset SpA

12,409,400

91,515,417

Saipem SpA

6,774,150

300,968,702

TOTAL ITALY

776,943,241

Japan - 11.8%

Canon, Inc. sponsored ADR (d)

4,439,100

204,198,600

Denso Corp.

5,225,000

162,487,556

eAccess Ltd.

42,870

31,272,138

Fanuc Ltd.

710,500

102,858,849

Fast Retailing Co. Ltd.

752,400

98,557,803

Honda Motor Co. Ltd.

4,770,000

171,952,704

Hoya Corp.

2,000,000

46,775,194

Itochu Corp.

8,481,700

74,336,019

Japan Tobacco, Inc.

61,388

190,713,128

JSR Corp.

4,543,500

78,651,613

Keyence Corp.

731,100

181,253,194

Komatsu Ltd.

4,298,900

105,071,267

Mazda Motor Corp.

32,330,000

82,165,026

Mitsubishi Corp.

5,819,600

139,784,919

Mitsubishi UFJ Financial Group, Inc.

47,105,400

218,616,347

Mitsui & Co. Ltd.

13,129,900

206,499,314

Murata Manufacturing Co. Ltd.

641,400

36,067,291

 

Shares

Value

Nintendo Co. Ltd.

473,100

$ 122,581,517

Nippon Electric Glass Co. Ltd.

409,000

5,257,211

Nitori Holdings Co. Ltd.

441,400

38,835,739

NSK Ltd.

11,469,000

86,710,755

NTT DoCoMo, Inc.

46,000

77,541,081

ORIX Corp.

4,020,290

366,707,190

Rakuten, Inc.

196,702

151,553,667

Ricoh Co. Ltd.

5,500,000

76,937,398

ROHM Co. Ltd.

1,346,800

84,018,091

SOFTBANK CORP.

10,973,000

352,398,190

Sony Financial Holdings, Inc.

16,100

56,020,875

Sumitomo Corp.

2,944,600

37,281,016

Sumitomo Mitsui Financial Group, Inc.

5,251,900

156,757,373

Tokai Carbon Co. Ltd.

5,950,000

35,083,044

Tokyo Electron Ltd.

2,698,100

152,235,861

Toyota Motor Corp. sponsored ADR (d)

1,162,100

82,299,922

Yahoo! Japan Corp.

299,774

104,640,393

TOTAL JAPAN

4,118,120,285

Korea (South) - 1.9%

Amorepacific Corp.

106,907

98,873,512

Cheil Worldwide, Inc.

84,120

916,380

Grand Korea Leisure Co. Ltd.

51,900

1,056,923

Hynix Semiconductor, Inc. (a)

48,350

995,378

Hyundai Mipo Dockyard Co. Ltd.

6,050

1,011,472

Hyundai Mobis

4,420

1,100,578

Korea Investment Holdings Co. Ltd.

30,660

966,560

KT Corp.

37,160

1,465,083

LG Corp.

20,438

1,463,103

NCsoft Corp.

405,877

89,332,631

NHN Corp. (a)

744,844

132,144,381

Samchully Co. Ltd.

9,630

1,053,348

Samsung Electronics Co. Ltd.

355,464

235,500,794

Shinhan Financial Group Co. Ltd.

2,186,480

84,678,693

Yuhan Corp.

6,340

899,271

TOTAL KOREA (SOUTH)

651,458,107

Luxembourg - 0.3%

Millicom International Cellular SA

9,900

936,540

SES SA FDR (France) unit

4,182,920

107,181,268

TOTAL LUXEMBOURG

108,117,808

Malaysia - 0.0%

Berjaya Sports Toto Bhd

749,300

1,004,365

Parkson Holdings Bhd

517,400

986,237

Top Glove Corp. Bhd

269,500

476,455

TOTAL MALAYSIA

2,467,057

Mexico - 0.2%

Banco Compartamos SA de CV

69,200

490,208

Wal-Mart de Mexico SA de CV Series V

23,500,000

64,275,131

TOTAL MEXICO

64,765,339

Common Stocks - continued

Shares

Value

Netherlands - 3.2%

AEGON NV (a)

13,650,000

$ 86,488,759

Gemalto NV

1,700,000

77,398,015

ING Groep NV:

(Certificaten Van Aandelen) unit (a)

219,000

2,342,425

sponsored ADR (a)

20,112,800

216,815,984

Koninklijke Ahold NV

5,271,802

72,841,008

Koninklijke KPN NV

9,835,116

164,220,867

Koninklijke Philips Electronics NV

47,250

1,440,873

Koninklijke Philips Electronics NV unit

6,500,600

197,943,270

LyondellBasell Industries NV Class A (a)

2,653,300

71,267,638

Randstad Holdings NV (a)

2,062,625

98,155,353

Reed Elsevier NV

170,500

2,226,793

Wolters Kluwer NV (Certificaten Van Aandelen)

4,925,000

112,010,508

TOTAL NETHERLANDS

1,103,151,493

Netherlands Antilles - 0.4%

Schlumberger Ltd.

1,953,000

136,495,170

Nigeria - 0.0%

Guaranty Trust Bank PLC GDR (Reg. S)

74,000

537,240

Norway - 1.2%

DnB NOR ASA

12,195,600

167,345,287

Pronova BioPharma ASA (a)(d)

13,000,000

21,743,212

Storebrand ASA (A Shares) (a)

4,980,000

36,215,555

Telenor ASA

11,802,200

190,247,604

TOTAL NORWAY

415,551,658

Philippines - 0.0%

Manila Water Co., Inc.

2,331,300

1,014,034

Pepsi-Cola Products Philippines, Inc.

8,284,000

503,992

Universal Robina Corp.

480,000

486,154

TOTAL PHILIPPINES

2,004,180

Poland - 0.0%

Telekomunikacja Polska SA

154,000

980,548

Qatar - 0.1%

Commercial Bank of Qatar GDR (Reg. S)

9,000,000

41,239,492

Russia - 0.2%

Mobile TeleSystems OJSC sponsored ADR

45,300

980,745

OJSC MMC Norilsk Nickel sponsored ADR

2,000,000

37,300,000

Sberbank (Savings Bank of the Russian Federation) GDR

5,300

1,991,165

Uralkali JSC GDR (Reg. S)

725,000

17,943,750

TOTAL RUSSIA

58,215,660

Singapore - 0.0%

SIA Engineering Co. Ltd.

288,000

965,711

Straits Asia Resources Ltd.

558,000

987,267

TOTAL SINGAPORE

1,952,978

 

Shares

Value

South Africa - 0.5%

African Bank Investments Ltd.

188,900

$ 969,167

African Rainbow Minerals Ltd.

38,200

974,543

AngloGold Ashanti Ltd.

21,000

984,902

AngloGold Ashanti Ltd. sponsored ADR

1,750,000

82,442,500

Aveng Ltd.

165,600

1,040,164

City Lodge Hotels Ltd.

44,000

513,487

Harmony Gold Mining Co. Ltd.

90,300

1,036,985

Illovo Sugar Ltd.

262,700

975,039

Impala Platinum Holdings Ltd.

1,232,700

34,842,664

Mr Price Group Ltd.

124,400

1,130,514

Naspers Ltd. Class N

690,100

36,235,656

Shoprite Holdings Ltd.

728,800

10,301,964

Standard Bank Group Ltd.

61,700

909,859

Sun International Ltd.

71,000

993,283

TOTAL SOUTH AFRICA

173,350,727

Spain - 3.9%

Banco Bilbao Vizcaya Argentaria SA

6,400,000

84,295,123

Banco Santander SA sponsored ADR

40,900,000

523,929,000

Enagas SA

1,662,431

36,629,358

Gestevision Telecinco SA

3,503,300

44,681,196

Inditex SA (d)

2,314,910

193,297,103

Obrascon Huarte Lain SA

30,400

994,475

Prosegur Compania de Seguridad SA (Reg.)

1,216,300

72,875,633

Red Electrica Corporacion SA

1,450,000

72,825,363

Telefonica SA

12,400,723

335,014,393

TOTAL SPAIN

1,364,541,644

Sweden - 0.9%

H&M Hennes & Mauritz AB (B Shares)

5,753,543

202,703,547

Swedbank AB (A Shares) (a)

8,311,300

115,994,481

TOTAL SWEDEN

318,698,028

Switzerland - 7.7%

Adecco SA (Reg.)

24,000

1,340,986

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

32,400

1,184,944

Clariant AG (Reg.) (a)

5,152,500

87,100,726

Kuehne & Nagel International AG

1,440,840

178,138,089

Lonza Group AG

609,718

53,362,326

Nestle SA

14,605,918

799,775,457

Novartis AG

72,700

4,211,153

Novartis AG sponsored ADR (d)

3,011,300

174,504,835

Roche Holding AG (participation certificate)

983,512

144,376,984

Schindler Holding AG:

(participation certificate)

14,300

1,532,636

(Reg.)

1,278,570

138,982,059

Sonova Holding AG Class B

865,781

100,268,232

Syngenta AG (Switzerland)

590,110

163,343,743

Common Stocks - continued

Shares

Value

Switzerland - continued

Tecan Group AG

342,635

$ 23,843,651

Transocean Ltd. (a)

2,625,000

166,320,000

Transocean, Inc. (a)

22,160

1,403,643

UBS AG (a)

19,336,655

328,382,161

Zurich Financial Services AG

1,268,730

310,496,324

TOTAL SWITZERLAND

2,678,567,949

Taiwan - 1.3%

Advantech Co. Ltd.

195,000

532,658

Chroma ATE, Inc.

417,000

1,073,668

Delta Electronics, Inc.

244,000

1,008,528

Giant Manufacturing Co. Ltd.

261,000

1,027,626

Hon Hai Precision Industry Co. Ltd. (Foxconn)

19,141,040

72,548,952

HTC Corp.

13,847,000

312,637,710

Powertech Technology, Inc.

324,000

1,069,237

Synnex Technology International Corp.

423,000

1,035,213

Taiwan Fertilizer Co. Ltd.

15,418,000

52,644,372

TOTAL TAIWAN

443,577,964

Thailand - 0.0%

Charoen Pokphand Foods PCL (For. Reg.)

621,900

483,977

Turkey - 0.0%

Hurriyet Gazetecilik ve Matbaacilik AS

394,044

453,303

Koc Holding AS

203,000

969,497

TOTAL TURKEY

1,422,800

United Kingdom - 18.4%

Anglo American PLC (United Kingdom)

2,523,300

117,561,865

Associated British Foods PLC

4,920,900

82,545,689

Barclays PLC

34,210,000

150,315,042

BG Group PLC

11,074,979

215,675,618

BHP Billiton PLC

4,748,480

168,193,866

BP PLC

279,500

1,899,571

BP PLC sponsored ADR

17,725,000

723,711,750

British Airways PLC (a)

316,000

1,370,498

British American Tobacco PLC:

(United Kingdom)

91,200

3,473,947

sponsored ADR

2,163,700

164,938,851

Britvic PLC

4,600,700

35,557,760

Burberry Group PLC

6,982,900

114,002,187

Cable & Wireless PLC

1,154,800

988,912

Capita Group PLC

22,817,500

280,209,848

Carphone Warehouse Group PLC

12,014,300

58,612,325

Centrica PLC

502,000

2,671,816

Ensco International Ltd. ADR

10,500

486,570

GlaxoSmithKline PLC

9,537,800

186,226,415

GlaxoSmithKline PLC sponsored ADR

4,130,400

161,250,816

HSBC Holdings PLC:

(United Kingdom)

434,871

4,525,417

sponsored ADR

9,939,900

517,968,189

 

Shares

Value

Imperial Tobacco Group PLC

99,050

$ 3,172,272

Inchcape PLC (a)

18,399,998

102,795,215

International Personal Finance PLC

104,600

521,189

ITV PLC (a)

84,576,200

92,481,316

Johnson Matthey PLC

1,813,800

55,620,451

Kalahari Minerals PLC (a)

186,400

523,368

Kazakhmys PLC

45,100

950,902

Lloyds Banking Group PLC (a)

221,683,500

243,627,024

Lonmin PLC (a)

34,400

963,943

Misys PLC (a)

15,000,355

67,628,352

Next PLC

970,700

35,536,480

Ocado Group PLC (a)

6,000,000

13,429,221

Pearson PLC

10,425,200

159,651,691

Premier Oil PLC (a)

19,171

516,316

Prudential PLC

171,500

1,734,339

QinetiQ Group PLC

20,900,000

35,962,820

Reckitt Benckiser Group PLC

5,197,800

290,718,447

Rio Tinto PLC

45,550

2,958,115

Rio Tinto PLC sponsored ADR

3,501,000

227,985,120

Royal Dutch Shell PLC:

Class A (United Kingdom)

162,500

5,274,678

Class A sponsored ADR

4,900,000

318,157,000

Class B ADR

10,800,000

694,656,000

Standard Chartered PLC:

rights 11/5/10 (a)

12,287

103,448

(United Kingdom)

3,835,644

110,952,977

TalkTalk Telecom Group PLC (a)

20,856,732

44,075,194

Tesco PLC

28,030,100

191,691,612

Vedanta Resources PLC

1,525,000

50,698,034

Vodafone Group PLC

1,664,000

4,548,148

Vodafone Group PLC sponsored ADR

23,309,200

641,236,092

TOTAL UNITED KINGDOM

6,390,356,716

United States of America - 6.3%

Anadarko Petroleum Corp.

2,715,900

167,217,963

Apple, Inc. (a)

700,800

210,849,696

Avon Products, Inc.

35,800

1,090,110

C. R. Bard, Inc.

1,030,000

85,613,600

Central European Distribution Corp. (a)

41,700

1,041,249

CF Industries Holdings, Inc.

899,500

110,215,735

Chevron Corp.

1,060,000

87,566,600

China-Biotics, Inc. (a)

39,200

491,568

Citigroup, Inc. (a)

16,600,000

69,222,000

Corning, Inc.

53,500

977,980

eBay, Inc. (a)

2,883,600

85,960,116

First Cash Financial Services, Inc. (a)

17,900

520,353

Google, Inc. Class A (a)

406,608

249,246,638

Gran Tierra Energy, Inc. (a)

64,500

481,170

Hewlett-Packard Co.

1,200,000

50,472,000

Illumina, Inc. (a)

1,027,800

55,819,818

Jacobs Engineering Group, Inc. (a)

1,150,000

44,401,500

JPMorgan Chase & Co.

1,605,800

60,426,254

Common Stocks - continued

Shares

Value

United States of America - continued

Lear Corp. (a)

206,100

$ 18,219,240

Medco Health Solutions, Inc. (a)

2,286,700

120,120,351

Morgan Stanley

2,504,100

62,276,967

Newmont Mining Corp.

1,000,000

60,870,000

Philip Morris International, Inc.

2,212,900

129,454,650

QUALCOMM, Inc.

22,100

997,373

Regions Financial Corp.

7,913,500

49,855,050

SanDisk Corp. (a)

2,180,900

81,958,222

Schweitzer-Mauduit International, Inc. (e)

1,297,914

83,300,121

The Walt Disney Co.

1,423,200

51,391,752

The Western Union Co.

56,700

997,920

Visa, Inc. Class A

1,400,000

109,438,000

Wells Fargo & Co.

6,137,200

160,058,176

TOTAL UNITED STATES OF AMERICA

2,210,552,172

TOTAL COMMON STOCKS

(Cost $26,841,115,573)

32,884,501,265

Nonconvertible Preferred Stocks - 1.5%

 

 

 

 

Germany - 1.5%

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

800,000

38,949,469

ProSiebenSat.1 Media AG

5,548,800

146,619,469

Volkswagen AG

2,232,900

335,552,622

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $305,707,723)

521,121,560

Money Market Funds - 5.6%

Shares

Value

Fidelity Cash Central Fund, 0.23% (b)

1,313,905,689

$ 1,313,905,689

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

620,968,677

620,968,677

TOTAL MONEY MARKET FUNDS

(Cost $1,934,874,366)

1,934,874,366

TOTAL INVESTMENT
PORTFOLIO - 101.5%

(Cost $29,081,697,662)

35,340,497,191

NET OTHER ASSETS (LIABILITIES) - (1.5)%

(521,262,073)

NET ASSETS - 100%

$ 34,819,235,118

Legend

(a) Non-income producing

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

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

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

(e) Affiliated company

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $9,544,006 or 0.0% of net assets.

(g) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $451,860 or 0.0% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost

OZ Optics Ltd. unit

8/18/00

$ 1,505,520

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 1,916,208

Fidelity Securities Lending Cash Central Fund

21,351,864

Total

$ 23,268,072

Other Affiliated Issuers

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

Affiliate

Value,
beginning of period

Purchases

Sales Proceeds

Dividend Income

Value,
end of
period

Bovis Homes Group PLC

$ 49,028,663

$ -

$ 40,862,474

$ -

$ -

easyJet PLC

168,495,470

-

164,901,608

-

-

Informa PLC

163,485,254

209,835

123,704,482

5,004,506

-

Niko Resources Ltd.

204,266,519

3,831,199

32,663,592

287,709

-

Painted Pony Petroleum Ltd. 144A

3,676,731

4,520,708

-

-

9,544,006

Painted Pony Petroleum Ltd. Class A

3,972,148

15,732,670

-

-

21,509,462

Petrobank Energy & Resources Ltd.

239,355,866

7,034,675

-

-

223,863,859

Pronova BioPharma ASA

48,182,882

1,312,775

8,079,938

-

-

Resolution Ltd.

-

203,988,590

3,235,783

4,279,791

-

Schweitzer-Mauduit International, Inc.

-

66,984,142

-

319,904

83,300,121

Tecan Group AG

67,537,277

-

49,592,334

749,837

-

Trican Well Service Ltd.

81,839,590

-

104,622,102

436,015

-

Total

$ 1,029,840,400

$ 303,614,594

$ 527,662,313

$ 11,077,762

$ 338,217,448

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United Kingdom

$ 6,390,356,716

$ 5,463,203,141

$ 927,153,575

$ -

Japan

4,118,120,285

1,480,235,031

2,637,885,254

-

Germany

2,806,562,013

2,571,145,607

235,416,406

-

Switzerland

2,678,567,949

2,182,630,892

495,937,057

-

France

2,429,558,371

2,248,114,380

181,443,991

-

United States of America

2,210,552,172

2,210,552,172

-

-

Canada

1,500,196,774

1,499,744,914

-

451,860

Spain

1,364,541,644

945,232,128

419,309,516

-

Netherlands

1,103,151,493

1,010,652,643

92,498,850

-

Other

8,804,015,408

7,896,535,647

907,479,761

-

Money Market Funds

1,934,874,366

1,934,874,366

-

-

Total Investments in Securities:

$ 35,340,497,191

$ 29,442,920,921

$ 5,897,124,410

$ 451,860

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

Investments in Securities:

Beginning Balance

$ 481,440

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

(29,580)

Cost of Purchases

-

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in to Level 3

-

Transfers out of Level 3

-

Ending Balance

$ 451,860

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at October 31, 2010

$ (29,580)

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

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $5,177,653,127 of which $956,598,602, $3,601,913,096 and $619,141,429 will expire on October 31, 2016, 2017 and 2018, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

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

Annual Report

Fidelity Diversified International Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $599,538,721) - See accompanying schedule:

Unaffiliated issuers (cost $26,810,900,728)

$ 33,067,405,377

 

Fidelity Central Funds (cost $1,934,874,366)

1,934,874,366

 

Other affiliated issuers (cost $335,922,568)

338,217,448

 

Total Investments (cost $29,081,697,662)

 

$ 35,340,497,191

Cash

1,944,256

Receivable for investments sold

152,958,867

Receivable for fund shares sold

42,373,584

Dividends receivable

93,945,387

Distributions receivable from
Fidelity Central Funds

250,116

Other receivables

3,118,617

Total assets

35,635,088,018

 

 

 

Liabilities

Payable for investments purchased

$ 114,316,055

Payable for fund shares redeemed

49,570,390

Accrued management fee

19,084,476

Other affiliated payables

5,585,364

Other payables and accrued
expenses

6,327,938

Collateral on securities loaned,
at value

620,968,677

Total liabilities

815,852,900

 

 

 

Net Assets

$ 34,819,235,118

Net Assets consist of:

 

Paid in capital

$ 33,386,450,830

Undistributed net investment income

424,022,673

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

(5,250,875,923)

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

6,259,637,538

Net Assets

$ 34,819,235,118

 

 

 

Diversified International:
Net Asset Value
, offering price and redemption price per share ($26,527,228,516 ÷ 899,570,270 shares)

$ 29.49

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($7,697,404,912 ÷
260,809,944 shares)

$ 29.51

 

 

 

Class F:
Net Asset Value
, offering price and redemption price per share ($594,601,690 ÷
20,144,672 shares)

$ 29.52

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends (including $11,077,762 earned from other affiliated issuers)

 

$ 865,768,030

Interest

 

7,798

Income from Fidelity Central Funds

 

23,268,072

Income before foreign taxes withheld

 

889,043,900

Less foreign taxes withheld

 

(76,318,519)

Total income

 

812,725,381

 

 

 

Expenses

Management fee
Basic fee

$ 250,126,269

Performance adjustment

(1,938,601)

Transfer agent fees

73,940,178

Accounting and security
lending fees

2,719,020

Custodian fees and expenses

6,509,391

Independent trustees' compensation

202,342

Appreciation in deferred trustee compensation account

10

Registration fees

239,837

Audit

225,084

Legal

218,627

Interest

393

Miscellaneous

491,243

Total expenses before reductions

332,733,793

Expense reductions

(6,448,403)

326,285,390

Net investment income (loss)

486,439,991

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $1,783,507)

(337,674,020)

Other affiliated issuers

(213,110,117)

 

Foreign currency transactions

(11,019,334)

Capital gain distributions from Fidelity Central Funds

50,714

Total net realized gain (loss)

 

(561,752,757)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $3,976,979)

3,611,091,904

Assets and liabilities in foreign currencies

3,060,095

Total change in net unrealized appreciation (depreciation)

 

3,614,151,999

Net gain (loss)

3,052,399,242

Net increase (decrease) in net assets resulting from operations

$ 3,538,839,233

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

Annual Report

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 486,439,991

$ 476,097,261

Net realized gain (loss)

(561,752,757)

(3,390,561,829)

Change in net unrealized appreciation (depreciation)

3,614,151,999

9,739,007,983

Net increase (decrease) in net assets resulting from operations

3,538,839,233

6,824,543,415

Distributions to shareholders from net investment income

(474,506,693)

(412,836,673)

Share transactions - net increase (decrease)

(3,995,252,806)

129,291,951

Redemption fees

822,251

1,098,454

Total increase (decrease) in net assets

(930,098,015)

6,542,097,147

 

 

 

Net Assets

Beginning of period

35,749,333,133

29,207,235,986

End of period (including undistributed net investment income of $424,022,673 and undistributed net investment income of $412,089,844, respectively)

$ 34,819,235,118

$ 35,749,333,133

Financial Highlights - Diversified International

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 26.86

$ 21.96

$ 45.41

$ 37.58

$ 30.80

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .37

.35

.55

.47

.46

Net realized and unrealized gain (loss)

  2.61

4.86

(20.96)

10.23

7.33

Total from investment operations

  2.98

5.21

(20.41)

10.70

7.79

Distributions from net investment income

  (.35)

(.31)

(.47)

(.36)

(.28)

Distributions from net realized gain

  -

-

(2.57)

(2.51)

(.73)

Total distributions

  (.35)

(.31)

(3.04)

(2.87)

(1.01)

Redemption fees added to paid in capital B, F

  -

-

-

-

-

Net asset value, end of period

$ 29.49

$ 26.86

$ 21.96

$ 45.41

$ 37.58

Total Return A

  11.15%

24.32%

(48.04)%

30.37%

25.89%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  .98%

1.01%

1.04%

.93%

1.01%

Expenses net of fee waivers, if any

  .98%

1.01%

1.04%

.93%

1.01%

Expenses net of all reductions

  .96%

.99%

1.02%

.91%

.97%

Net investment income (loss)

  1.34%

1.58%

1.53%

1.20%

1.32%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 26,527,229

$ 30,998,270

$ 28,274,961

$ 59,929,942

$ 43,965,189

Portfolio turnover rate D

  57%

54%

49%

51%

59%

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

B Calculated based on average shares outstanding during the period.

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

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

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

F Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class K

Years ended October 31,

2010

2009

2008 G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 26.89

$ 21.98

$ 38.39

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .42

.42

.16

Net realized and unrealized gain (loss)

  2.61

4.85

(16.57)

Total from investment operations

  3.03

5.27

(16.41)

Distributions from net investment income

  (.41)

(.36)

-

Redemption fees added to paid in capital D,I

  -

-

-

Net asset value, end of period

$ 29.51

$ 26.89

$ 21.98

Total Return B, C

  11.33%

24.64%

(42.75)%

Ratios to Average Net Assets E, H

 

 

 

Expenses before reductions

  .79%

.77%

.88% A

Expenses net of fee waivers, if any

  .79%

.77%

.88% A

Expenses net of all reductions

  .77%

.76%

.87% A

Net investment income (loss)

  1.54%

1.81%

1.45% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 7,697,405

$ 4,713,909

$ 932,275

Portfolio turnover rate F

  57%

54%

49%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

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

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

I Amount represents less than $.01 per share.

Financial Highlights - Class F

Years ended October 31,

2010

2009 G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 26.89

$ 23.29

Income from Investment Operations

 

 

Net investment income (loss) D

  .43

(.02)

Net realized and unrealized gain (loss)

  2.62

3.62

Total from investment operations

  3.05

3.60

Distributions from net investment income

  (.42)

-

Redemption fees added to paid in capital D,I

  -

-

Net asset value, end of period

$ 29.52

$ 26.89

Total Return B, C

  11.41%

15.46%

Ratios to Average Net Assets E, H

 

 

Expenses before reductions

  .73%

.71% A

Expenses net of fee waivers, if any

  .73%

.71% A

Expenses net of all reductions

  .72%

.70% A

Net investment income (loss)

  1.59%

(.19)% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 594,602

$ 37,155

Portfolio turnover rate F

  57%

54%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

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

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

I Amount represents less than $.01 per share.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Diversified International Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Diversified International, Class K and Class F shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class F shares of the Fund are only available for purchase by mutual funds for which Fidelity Management & Research Company (FMR) or an affiliate serves as investment manager. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

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

3. Significant Accounting Policies.

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

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

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

Level 1 - quoted prices in active markets for identical investments

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

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

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

Investments in open-end mutual funds,including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

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

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

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

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

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

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

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

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

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

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Gross unrealized appreciation

$ 7,056,729,422

Gross unrealized depreciation

(962,448,025)

Net unrealized appreciation (depreciation)

$ 6,094,281,397

 

 

Tax Cost

$ 29,246,215,794

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

Undistributed ordinary income

$ 515,990,332

Capital loss carryforward

$ (5,177,653,127)

Net unrealized appreciation (depreciation)

$ (6,099,096,385)

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 474,506,693

$ 412,836,673

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

4. Operating Policies.

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

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $19,113,606,387 and $23,210,049,761, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of Diversified International as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .70% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of Diversified International. FIIOC receives an asset-based fee of Class K's average net assets. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

 

Amount

% of
Average
Net Assets

Diversified International

70,681,751

.25

Class K

3,258,427

.05

 

$ 73,940,178

 

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $73,316 for the period.

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

Borrower or Lender

Average Daily
Loan Balance

Weighted Average
Interest Rate

Interest
Expense

Borrower

$ 30,883,000

.46%

$ 393

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $139,855 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $21,351,864. During the period, there were no securities loaned to FCM.

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $6,448,114 for the period. In addition, through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $289.

Annual Report

Notes to Financial Statements - continued

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009A

From net investment income

 

 

Diversified International

$ 398,456,259

$ 394,538,470

Class K

74,880,028

18,298,203

Class F

1,170,406

-

Total

$ 474,506,693

$ 412,836,673

A Distributions to shareholders for Class F are for the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009A

2010

2009A

Diversified International

 

 

 

 

Shares sold

179,662,935

266,412,212

$ 4,893,668,837

$ 5,884,913,394

Conversion to Class K B

-

(113,348,310)

-

(2,310,072,040)

Reinvestment of distributions

13,627,007

20,012,374

384,281,814

380,635,740

Shares redeemed

(447,584,331)

(307,025,690)

(12,092,134,122)

(6,660,643,668)

Net increase (decrease)

(254,294,389)

(133,949,414)

$ (6,814,183,471)

$ (2,705,166,574)

Class K

 

 

 

 

Shares sold

151,794,829

46,252,428

$ 4,125,917,772

$ 1,096,724,275

Conversion from Diversified InternationalB

-

113,393,333

-

2,310,072,040

Reinvestment of distributions

2,657,205

963,570

74,880,028

18,298,203

Shares redeemed

(68,937,812)

(27,732,811)

(1,889,669,527)

(629,090,058)

Net increase (decrease)

85,514,222

132,876,520

$ 2,311,128,273

$ 2,796,004,460

Class F

 

 

 

 

Shares sold

24,587,499

1,396,615

$ 664,182,809

$ 38,873,992

Reinvestment of distributions

41,548

-

1,170,406

-

Shares redeemed

(5,866,038)

(14,952)

(157,550,823)

(419,927)

Net increase (decrease)

18,763,009

1,381,663

$ 507,802,392

$ 38,454,065

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

B Conversion transactions for Class K and Diversified International are presented for the period November 1, 2008 through August 31, 2009.

12. Other.

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

Annual Report

Report of Independent Registered Public Accounting Firm

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

We have audited the accompanying statement of assets and liabilities of Fidelity Diversified International Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

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

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

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 17, 2010

Annual Report

Trustees and Officers

The Trustees Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

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

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

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

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

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

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

Annual Report

Trustees and Officers - continued

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

Interested Trustees*:

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

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

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

James C. Curvey (75)

 

Year of Election or Appointment: 2007

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

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

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

Independent Trustees:

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

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

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

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

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

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

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

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

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

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

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

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

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

Annual Report

Trustees and Officers - continued

Advisory Board Member and Executive Officers:

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

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

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

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

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

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

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

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

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

William C. Coffey (41)

 

Year of Election or Appointment: 2009

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

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

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

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

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

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

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

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

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

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

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

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

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

John R. Hebble (52)

 

Year of Election or Appointment: 2009

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

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

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

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

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

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Diversified International Fund voted to pay on December 6, 2010 to shareholders of record at the opening of business on December 3, 2010, the following distributions per share derived from capital gains realized from sales of portfolio securities and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Class F

12/06/10

12/03/10

$0.445

$0.081

Class F designates 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Class F

12/07/2009

$0.352

$0.031

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Diversified International Fund

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

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

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

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

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

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

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

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

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

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

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

Fidelity Diversified International Fund

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The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class of the fund (the class with the longer performance record) was in the second quartile for all the periods shown. The Board also noted that the investment performance of the retail class of the fund compared favorably to its benchmark for the three- and five-year periods, although the one-year cumulative total return of the retail class of the fund was lower than its benchmark. The Board considered that the variations in performance between the fund's classes reflect the variations in class expenses, which result in lower performance for the higher expense class. The Board also reviewed the fund's performance since inception as well as performance in the current year.

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

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

Annual Report

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

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 15% means that 85% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Fidelity Diversified International Fund

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The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

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

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

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

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

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

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

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

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

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

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

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

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

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

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

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Annual Report

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

Annual Report

Managing Your Investments

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

By Phone

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

(phone_graphic)

Fidelity Workplace Investing
1-800-835-5092

By PC

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

(computer_graphic)

Fidelity's Web Site
www.401k.com

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

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

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

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

Fidelity Research & Analysis Company

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

JPMorgan Chase Bank
New York, NY

DIF-F-ANN-1210
1.891706.101

fid233

Fidelity®
Diversified International
Fund -
Class K

Annual Report

October 31, 2010
(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

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

Investments

<Click Here>

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

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

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

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

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

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

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

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

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

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

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

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

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

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

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

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

Class K A

11.33%

3.44%

5.68%

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

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Diversified International Fund - Class K on October 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE® (Europe, Australasia, Far East) Index performed over the same period. The initial offering of Class K took place on May 9, 2008. See above for additional information regarding the performance of Class K.

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Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from William Bower, Portfolio Manager of Fidelity® Diversified International Fund: For the year, the fund's Class K shares gained 11.33%, solidly outperforming the 8.49% return of the MSCI EAFE® (Europe, Australasia, Far East) Index. The fund was helped most by strong security selection in the consumer discretionary, materials, technology, financials and health care groups. In terms of countries, my picks in Germany were particularly productive, while underweighting Japan and overweighting China also aided results. Individual contributors included Danish pharmaceutical company Novo Nordisk, German automakers Volkswagen - since sold - and BMW, two out-of-benchmark positions - Chinese Internet search provider Baidu and Taiwanese smart phone manufacturer HTC - German medical equipment company Fresenius and French holding company PPR. Conversely, underweighting industrials hurt, as did overweighting energy. Geographically, unfavorable stock selection in the United Kingdom and China curtailed results. At the issuer level, detractors included out-of-index energy company Transocean, Spanish telecommunications company Telefonica, an out-of-benchmark investment in Canadian energy firm Petrobank Energy & Resources, not owning French luxury goods and index component Richemont and a since-sold position in Swiss pharmaceutical firm Actelion.

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

Annual Report

Fidelity Diversified International Fund

Shareholder Expense Example

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

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

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010
to October 31, 2010

Diversified International

.96%

 

 

 

Actual

 

$ 1,000.00

$ 1,062.30

$ 4.99

HypotheticalA

 

$ 1,000.00

$ 1,020.37

$ 4.89

Class K

.78%

 

 

 

Actual

 

$ 1,000.00

$ 1,063.00

$ 4.06

HypotheticalA

 

$ 1,000.00

$ 1,021.27

$ 3.97

Class F

.73%

 

 

 

Actual

 

$ 1,000.00

$ 1,063.80

$ 3.80

HypotheticalA

 

$ 1,000.00

$ 1,021.53

$ 3.72

A 5% return per year before expenses

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

Annual Report

Fidelity Diversified International Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

fid249

United Kingdom

18.4%

 

fid251

Japan

11.8%

 

fid253

United States of America

10.4%

 

fid255

Germany

8.1%

 

fid257

Switzerland

7.7%

 

fid259

France

7.0%

 

fid261

Canada

4.3%

 

fid263

Spain

3.9%

 

fid265

Netherlands

3.2%

 

fid267

Other

25.2%

 

fid269

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

As of April 30, 2010

fid249

United Kingdom

17.1%

 

fid251

Japan

15.1%

 

fid253

United States of America

10.7%

 

fid255

France

9.5%

 

fid257

Switzerland

8.0%

 

fid259

Germany

7.6%

 

fid261

Spain

4.2%

 

fid263

Canada

4.0%

 

fid265

Australia

2.8%

 

fid267

Other

21.0%

 

fid281

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

95.9

96.9

Short-Term Investments and Net Other Assets

4.1

3.1

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Nestle SA (Switzerland, Food Products)

2.3

1.9

BP PLC (United Kingdom, Oil, Gas & Consumable Fuels)

2.1

0.9

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

2.0

1.3

Vodafone Group PLC (United Kingdom, Wireless Telecommunication Services)

1.9

1.4

BHP Billiton Ltd. sponsored ADR (Australia, Metals & Mining)

1.7

1.3

Banco Santander SA sponsored ADR (Spain, Commercial Banks)

1.5

1.2

HSBC Holdings PLC (United Kingdom, Commercial Banks)

1.5

2.0

Novo Nordisk AS Series B (Denmark, Pharmaceuticals)

1.4

1.1

Anheuser-Busch InBev SA NV (Belgium, Beverages)

1.1

1.0

Siemens AG (Germany, Industrial Conglomerates)

1.1

0.7

 

16.6

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

20.5

21.3

Consumer Discretionary

13.8

10.3

Energy

11.4

10.6

Materials

10.2

8.8

Information Technology

9.5

10.6

Consumer Staples

9.2

8.9

Industrials

8.2

9.5

Health Care

7.3

9.4

Telecommunication Services

5.4

5.3

Utilities

0.4

2.2

Annual Report

Fidelity Diversified International Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 94.4%

Shares

Value

Argentina - 0.0%

Telecom Argentina SA Class B sponsored ADR

45,100

$ 1,075,184

Australia - 3.1%

AMP Ltd.

14,831,137

77,586,587

BHP Billiton Ltd. sponsored ADR (d)

7,059,600

583,052,364

Centamin Egypt Ltd. (United Kingdom) (a)

173,900

482,002

Newcrest Mining Ltd.

7,469,169

292,394,171

QBE Insurance Group Ltd.

4,150,000

69,846,106

Westfield Group unit

4,650,000

56,395,512

TOTAL AUSTRALIA

1,079,756,742

Bahamas (Nassau) - 0.0%

Petrominerales Ltd.

19,000

486,783

Bailiwick of Guernsey - 0.6%

Resolution Ltd.

50,499,100

211,895,783

Bailiwick of Jersey - 1.7%

Experian PLC

16,227,900

188,626,591

Informa PLC

13,102,770

91,527,749

Randgold Resources Ltd. sponsored ADR

888,300

83,429,136

Shire PLC

2,291,500

53,768,144

WPP PLC

15,153,311

176,073,094

TOTAL BAILIWICK OF JERSEY

593,424,714

Belgium - 1.3%

Ageas

25,335,700

77,874,672

Anheuser-Busch InBev SA NV

6,035,621

378,215,859

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

5,339,200

22,288

Telenet Group Holding NV

35,000

1,461,023

TOTAL BELGIUM

457,573,842

Bermuda - 0.7%

Central European Media Enterprises Ltd. Class A (a)

19,000

437,950

China Green (Holdings) Ltd.

471,000

483,077

GP Investments, Ltd. unit (a)

121,051

512,325

Huabao International Holdings Ltd.

77,697,000

117,078,015

Li & Fung Ltd.

23,006,000

121,541,132

Sihuan Pharmaceutical Holdings Group Ltd.

1,715,000

1,245,664

Vtech Holdings Ltd.

93,100

968,684

TOTAL BERMUDA

242,266,847

Brazil - 1.6%

Banco Bradesco SA

124,600

2,006,842

Banco do Brasil SA

5,700,000

110,904,068

Banco Santander (Brasil) SA ADR

5,000,000

72,000,000

BM&F Bovespa SA

11,250,000

94,234,952

Drogasil SA

2,204,300

55,755,366

Estacio Participacoes SA

2,189,965

32,710,446

Fleury SA

40,400

522,455

 

Shares

Value

Hypermarcas SA (a)

29,700

$ 488,831

Itau Unibanco Banco Multiplo SA ADR

4,088,800

100,420,928

Mills Estruturas e Servicos de Engenharia SA (a)

1,727,100

20,842,560

Porto Seguro SA

33,400

490,830

Souza Cruz Industria Comerico

875,000

44,958,706

Tractebel Energia SA

64,300

978,938

Weg SA

1,248,292

16,120,959

TOTAL BRAZIL

552,435,881

British Virgin Islands - 0.0%

HLS Systems International Ltd. (a)

40,900

516,976

Canada - 4.3%

Agnico-Eagle Mines Ltd. (Canada)

1,250,000

96,945,779

Barrick Gold Corp.

1,500,000

72,242,377

Canadian Natural Resources Ltd.

4,000,000

145,622,120

Fairfax Financial Holdings Ltd. (sub. vtg.)

170,000

69,538,484

Goldcorp, Inc.

1,475,000

65,860,869

InterOil Corp. (a)(d)

560,000

39,860,800

Ivanhoe Mines Ltd. (a)

1,958,400

46,890,997

Loblaw Companies Ltd. (d)

787,000

33,628,258

Niko Resources Ltd.

2,242,600

213,947,426

Open Text Corp. (a)

1,445,400

63,943,963

OZ Optics Ltd. unit (a)(g)

102,000

451,860

Painted Pony Petroleum Ltd. (a)(e)(f)

1,386,600

9,544,006

Painted Pony Petroleum Ltd. Class A (a)(e)

3,125,000

21,509,462

Petrobank Energy & Resources Ltd. (a)(e)

5,625,000

223,863,859

Silver Wheaton Corp. (a)

2,126,900

61,143,944

Suncor Energy, Inc.

3,100,000

99,331,307

Talisman Energy, Inc.

8,454,900

153,280,813

Uranium One, Inc. (a)

20,200,000

82,590,450

TOTAL CANADA

1,500,196,774

Cayman Islands - 0.6%

A8 Digital Music Holdings Ltd.

1,206,000

486,990

BaWang International (Group) Holding Ltd.

15,728,000

6,614,840

Belle International Holdings Ltd.

9,507,000

17,171,166

China Lodging Group Ltd. ADR

19,300

469,183

Consolidated Water Co., Inc.

100,800

1,031,184

Fook Woo Group Holdings Ltd.

1,396,000

493,474

Hengan International Group Co. Ltd.

7,325,500

68,990,357

Hengdeli Holdings Ltd.

74,000,000

41,051,443

Hua Han Bio-Pharmaceutical Holdings Ltd.

1,504,000

506,427

Lijun International Pharmaceutical Holding Ltd.

69,995,000

24,020,216

Microport Scientific Corp.

1,375,000

1,401,387

Silver Base Group Holdings Ltd.

25,672,000

18,745,818

Want Want China Holdings Ltd.

36,665,000

33,820,964

Wasion Group Holdings Ltd.

686,000

499,150

TOTAL CAYMAN ISLANDS

215,302,599

Common Stocks - continued

Shares

Value

China - 1.5%

Agricultural Bank of China (H Shares)

169,770,000

$ 89,580,300

Baidu.com, Inc. sponsored ADR (a)

1,065,700

117,237,657

China Merchants Bank Co. Ltd. (H Shares)

75,991,000

215,681,600

China Resources Land Ltd.

458,000

902,853

Minth Group Ltd.

4,366,000

8,167,328

NetEase.com, Inc. sponsored ADR (a)

1,279,400

53,478,920

Tingyi (Cayman Islands) Holding Corp.

7,700,000

20,960,490

Xinhua Winshare Publishing and Media Co. Ltd.

911,000

541,811

TOTAL CHINA

506,550,959

Colombia - 0.0%

BanColombia SA sponsored ADR

7,400

499,130

Denmark - 2.4%

Carlsberg AS Series B

1,980,450

216,555,709

Novo Nordisk AS Series B

4,627,712

485,827,751

Pandora A/S

1,108,600

53,784,404

William Demant Holding AS (a)

1,250,000

93,695,770

TOTAL DENMARK

849,863,634

Egypt - 0.0%

Commercial International Bank Ltd.

64,500

485,865

Finland - 0.2%

Nokia Corp.

67,000

719,358

Nokia Corp. sponsored ADR (d)

8,000,000

85,440,000

TOTAL FINLAND

86,159,358

France - 7.0%

Accor SA

425,000

17,424,607

Alstom SA

699,330

35,283,980

Atos Origin SA (a)

1,499,892

69,341,397

AXA SA sponsored ADR

9,441,700

172,122,191

BNP Paribas SA

3,958,600

289,455,595

Cap Gemini SA

2,023,500

103,205,785

Carrefour SA

49,000

2,644,061

Casino Guichard Perrachon et Compagnie

16,017

1,504,363

Danone

36,500

2,309,581

Dassault Aviation SA

36,265

30,024,256

Essilor International SA

1,868,672

124,755,853

Euler Hermes SA (a)

440,000

41,417,901

Iliad Group SA (d)

725,000

81,612,022

Lafarge SA (Bearer)

17,200

982,687

LVMH Moet Hennessy - Louis Vuitton

1,943,198

304,454,959

Pernod-Ricard SA

805,100

71,371,535

PPR SA

1,535,200

251,638,947

Sanofi-Aventis

2,590,429

181,443,991

Schneider Electric SA

767,042

108,864,661

SEB SA

5,400

517,477

Societe Generale Series A

4,207,250

251,876,010

 

Shares

Value

Technip SA

1,401,500

$ 117,767,577

Vallourec SA (d)

1,633,946

169,538,935

TOTAL FRANCE

2,429,558,371

Germany - 6.6%

adidas AG

18,300

1,193,476

BASF AG

1,967,023

143,091,101

Bayerische Motoren Werke AG (BMW)

5,114,261

366,557,445

Daimler AG (Germany) (a)

3,665,693

241,922,812

Deutsche Boerse AG

1,721,100

121,082,332

ElringKlinger AG

310,500

10,345,323

Fresenius Medical Care AG & Co. KGaA

2,706,700

172,380,701

Fresenius SE

2,317,000

204,433,185

GFK AG

1,600,000

67,546,549

HeidelbergCement AG

1,700,000

88,906,002

Kabel Deutschland Holding AG

44,300

1,994,402

Linde AG

1,520,355

218,848,266

Metro AG

1,000,000

70,073,422

Munich Re Group

602,751

94,227,707

Rheinmetall AG

553,250

39,845,869

SAP AG

1,153,350

60,132,938

Siemens AG

25,416

2,902,767

Siemens AG sponsored ADR

3,300,000

377,223,000

Symrise AG

90,000

2,733,156

TOTAL GERMANY

2,285,440,453

Greece - 0.0%

Coca-Cola Hellenic Bottling Co. SA sponsored ADR

39,200

997,248

Hong Kong - 0.8%

AIA Group Ltd.

18,365,200

54,612,851

China Insurance International Holdings Co. Ltd. (a)

281,000

1,033,188

China Mobile (Hong Kong) Ltd.

145,000

1,480,786

China Travel International Investment HK Ltd. (a)

4,062,000

969,482

Henderson Land Development Co. Ltd.

11,788,155

83,720,424

Henderson Land Development Co. Ltd. warrants 6/1/11 (a)

2,171,600

840,484

Hopewell Holdings Ltd.

309,500

974,269

Swire Pacific Ltd. (A Shares)

4,577,000

64,953,395

Wharf Holdings Ltd.

10,294,000

67,597,433

TOTAL HONG KONG

276,182,312

India - 1.0%

Adani Enterprises Ltd.

31,720

504,121

Bajaj Holdings & Investment Ltd.

51,421

1,014,557

CESC Ltd. GDR

113,611

951,692

Cipla Ltd.

131,491

1,047,033

DB Corp. Ltd.

83,211

517,100

Grasim Industries Ltd.

3,416

179,604

HDFC Bank Ltd.

1,971,144

101,606,011

Housing Development Finance Corp. Ltd.

4,336,280

67,277,153

Common Stocks - continued

Shares

Value

India - continued

Infrastructure Development Finance Co. Ltd.

11,302,606

$ 51,011,537

Jyothy Laboratories Ltd.

78,521

488,929

KPIT Cummins Infosystems Ltd.

128,981

457,144

Larsen & Toubro Ltd.

844,293

38,625,096

Motherson Sumi Systems Ltd.

116,901

483,428

Oracle Finance Services Software Ltd. (a)

9,100

453,758

Reliance Industries Ltd.

61,982

1,532,945

Rural Electrification Corp. Ltd.

117,280

980,707

Shriram Transport Finance Co. Ltd.

1,091,429

21,703,001

State Bank of India

1,012,201

71,946,768

TOTAL INDIA

360,780,584

Indonesia - 0.1%

PT Bank Rakyat Indonesia Tbk

827,500

1,055,495

PT Perusahaan Gas Negara Tbk Series B

80,497,000

36,476,926

PT Semen Gresik (Persero) Tbk

907,500

995,076

TOTAL INDONESIA

38,527,497

Ireland - 0.4%

CRH PLC

4,883,800

84,338,043

Ingersoll-Rand Co. Ltd.

1,186,300

46,633,453

TOTAL IRELAND

130,971,496

Italy - 2.2%

Fiat SpA

13,462,200

227,780,856

Impregilo SpA (a)

151,300

484,211

Intesa Sanpaolo SpA

30,390,000

106,878,284

Intesa Sanpaolo SpA (Risparmio Shares)

18,000,000

49,315,771

Mediaset SpA

12,409,400

91,515,417

Saipem SpA

6,774,150

300,968,702

TOTAL ITALY

776,943,241

Japan - 11.8%

Canon, Inc. sponsored ADR (d)

4,439,100

204,198,600

Denso Corp.

5,225,000

162,487,556

eAccess Ltd.

42,870

31,272,138

Fanuc Ltd.

710,500

102,858,849

Fast Retailing Co. Ltd.

752,400

98,557,803

Honda Motor Co. Ltd.

4,770,000

171,952,704

Hoya Corp.

2,000,000

46,775,194

Itochu Corp.

8,481,700

74,336,019

Japan Tobacco, Inc.

61,388

190,713,128

JSR Corp.

4,543,500

78,651,613

Keyence Corp.

731,100

181,253,194

Komatsu Ltd.

4,298,900

105,071,267

Mazda Motor Corp.

32,330,000

82,165,026

Mitsubishi Corp.

5,819,600

139,784,919

Mitsubishi UFJ Financial Group, Inc.

47,105,400

218,616,347

Mitsui & Co. Ltd.

13,129,900

206,499,314

Murata Manufacturing Co. Ltd.

641,400

36,067,291

 

Shares

Value

Nintendo Co. Ltd.

473,100

$ 122,581,517

Nippon Electric Glass Co. Ltd.

409,000

5,257,211

Nitori Holdings Co. Ltd.

441,400

38,835,739

NSK Ltd.

11,469,000

86,710,755

NTT DoCoMo, Inc.

46,000

77,541,081

ORIX Corp.

4,020,290

366,707,190

Rakuten, Inc.

196,702

151,553,667

Ricoh Co. Ltd.

5,500,000

76,937,398

ROHM Co. Ltd.

1,346,800

84,018,091

SOFTBANK CORP.

10,973,000

352,398,190

Sony Financial Holdings, Inc.

16,100

56,020,875

Sumitomo Corp.

2,944,600

37,281,016

Sumitomo Mitsui Financial Group, Inc.

5,251,900

156,757,373

Tokai Carbon Co. Ltd.

5,950,000

35,083,044

Tokyo Electron Ltd.

2,698,100

152,235,861

Toyota Motor Corp. sponsored ADR (d)

1,162,100

82,299,922

Yahoo! Japan Corp.

299,774

104,640,393

TOTAL JAPAN

4,118,120,285

Korea (South) - 1.9%

Amorepacific Corp.

106,907

98,873,512

Cheil Worldwide, Inc.

84,120

916,380

Grand Korea Leisure Co. Ltd.

51,900

1,056,923

Hynix Semiconductor, Inc. (a)

48,350

995,378

Hyundai Mipo Dockyard Co. Ltd.

6,050

1,011,472

Hyundai Mobis

4,420

1,100,578

Korea Investment Holdings Co. Ltd.

30,660

966,560

KT Corp.

37,160

1,465,083

LG Corp.

20,438

1,463,103

NCsoft Corp.

405,877

89,332,631

NHN Corp. (a)

744,844

132,144,381

Samchully Co. Ltd.

9,630

1,053,348

Samsung Electronics Co. Ltd.

355,464

235,500,794

Shinhan Financial Group Co. Ltd.

2,186,480

84,678,693

Yuhan Corp.

6,340

899,271

TOTAL KOREA (SOUTH)

651,458,107

Luxembourg - 0.3%

Millicom International Cellular SA

9,900

936,540

SES SA FDR (France) unit

4,182,920

107,181,268

TOTAL LUXEMBOURG

108,117,808

Malaysia - 0.0%

Berjaya Sports Toto Bhd

749,300

1,004,365

Parkson Holdings Bhd

517,400

986,237

Top Glove Corp. Bhd

269,500

476,455

TOTAL MALAYSIA

2,467,057

Mexico - 0.2%

Banco Compartamos SA de CV

69,200

490,208

Wal-Mart de Mexico SA de CV Series V

23,500,000

64,275,131

TOTAL MEXICO

64,765,339

Common Stocks - continued

Shares

Value

Netherlands - 3.2%

AEGON NV (a)

13,650,000

$ 86,488,759

Gemalto NV

1,700,000

77,398,015

ING Groep NV:

(Certificaten Van Aandelen) unit (a)

219,000

2,342,425

sponsored ADR (a)

20,112,800

216,815,984

Koninklijke Ahold NV

5,271,802

72,841,008

Koninklijke KPN NV

9,835,116

164,220,867

Koninklijke Philips Electronics NV

47,250

1,440,873

Koninklijke Philips Electronics NV unit

6,500,600

197,943,270

LyondellBasell Industries NV Class A (a)

2,653,300

71,267,638

Randstad Holdings NV (a)

2,062,625

98,155,353

Reed Elsevier NV

170,500

2,226,793

Wolters Kluwer NV (Certificaten Van Aandelen)

4,925,000

112,010,508

TOTAL NETHERLANDS

1,103,151,493

Netherlands Antilles - 0.4%

Schlumberger Ltd.

1,953,000

136,495,170

Nigeria - 0.0%

Guaranty Trust Bank PLC GDR (Reg. S)

74,000

537,240

Norway - 1.2%

DnB NOR ASA

12,195,600

167,345,287

Pronova BioPharma ASA (a)(d)

13,000,000

21,743,212

Storebrand ASA (A Shares) (a)

4,980,000

36,215,555

Telenor ASA

11,802,200

190,247,604

TOTAL NORWAY

415,551,658

Philippines - 0.0%

Manila Water Co., Inc.

2,331,300

1,014,034

Pepsi-Cola Products Philippines, Inc.

8,284,000

503,992

Universal Robina Corp.

480,000

486,154

TOTAL PHILIPPINES

2,004,180

Poland - 0.0%

Telekomunikacja Polska SA

154,000

980,548

Qatar - 0.1%

Commercial Bank of Qatar GDR (Reg. S)

9,000,000

41,239,492

Russia - 0.2%

Mobile TeleSystems OJSC sponsored ADR

45,300

980,745

OJSC MMC Norilsk Nickel sponsored ADR

2,000,000

37,300,000

Sberbank (Savings Bank of the Russian Federation) GDR

5,300

1,991,165

Uralkali JSC GDR (Reg. S)

725,000

17,943,750

TOTAL RUSSIA

58,215,660

Singapore - 0.0%

SIA Engineering Co. Ltd.

288,000

965,711

Straits Asia Resources Ltd.

558,000

987,267

TOTAL SINGAPORE

1,952,978

 

Shares

Value

South Africa - 0.5%

African Bank Investments Ltd.

188,900

$ 969,167

African Rainbow Minerals Ltd.

38,200

974,543

AngloGold Ashanti Ltd.

21,000

984,902

AngloGold Ashanti Ltd. sponsored ADR

1,750,000

82,442,500

Aveng Ltd.

165,600

1,040,164

City Lodge Hotels Ltd.

44,000

513,487

Harmony Gold Mining Co. Ltd.

90,300

1,036,985

Illovo Sugar Ltd.

262,700

975,039

Impala Platinum Holdings Ltd.

1,232,700

34,842,664

Mr Price Group Ltd.

124,400

1,130,514

Naspers Ltd. Class N

690,100

36,235,656

Shoprite Holdings Ltd.

728,800

10,301,964

Standard Bank Group Ltd.

61,700

909,859

Sun International Ltd.

71,000

993,283

TOTAL SOUTH AFRICA

173,350,727

Spain - 3.9%

Banco Bilbao Vizcaya Argentaria SA

6,400,000

84,295,123

Banco Santander SA sponsored ADR

40,900,000

523,929,000

Enagas SA

1,662,431

36,629,358

Gestevision Telecinco SA

3,503,300

44,681,196

Inditex SA (d)

2,314,910

193,297,103

Obrascon Huarte Lain SA

30,400

994,475

Prosegur Compania de Seguridad SA (Reg.)

1,216,300

72,875,633

Red Electrica Corporacion SA

1,450,000

72,825,363

Telefonica SA

12,400,723

335,014,393

TOTAL SPAIN

1,364,541,644

Sweden - 0.9%

H&M Hennes & Mauritz AB (B Shares)

5,753,543

202,703,547

Swedbank AB (A Shares) (a)

8,311,300

115,994,481

TOTAL SWEDEN

318,698,028

Switzerland - 7.7%

Adecco SA (Reg.)

24,000

1,340,986

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

32,400

1,184,944

Clariant AG (Reg.) (a)

5,152,500

87,100,726

Kuehne & Nagel International AG

1,440,840

178,138,089

Lonza Group AG

609,718

53,362,326

Nestle SA

14,605,918

799,775,457

Novartis AG

72,700

4,211,153

Novartis AG sponsored ADR (d)

3,011,300

174,504,835

Roche Holding AG (participation certificate)

983,512

144,376,984

Schindler Holding AG:

(participation certificate)

14,300

1,532,636

(Reg.)

1,278,570

138,982,059

Sonova Holding AG Class B

865,781

100,268,232

Syngenta AG (Switzerland)

590,110

163,343,743

Common Stocks - continued

Shares

Value

Switzerland - continued

Tecan Group AG

342,635

$ 23,843,651

Transocean Ltd. (a)

2,625,000

166,320,000

Transocean, Inc. (a)

22,160

1,403,643

UBS AG (a)

19,336,655

328,382,161

Zurich Financial Services AG

1,268,730

310,496,324

TOTAL SWITZERLAND

2,678,567,949

Taiwan - 1.3%

Advantech Co. Ltd.

195,000

532,658

Chroma ATE, Inc.

417,000

1,073,668

Delta Electronics, Inc.

244,000

1,008,528

Giant Manufacturing Co. Ltd.

261,000

1,027,626

Hon Hai Precision Industry Co. Ltd. (Foxconn)

19,141,040

72,548,952

HTC Corp.

13,847,000

312,637,710

Powertech Technology, Inc.

324,000

1,069,237

Synnex Technology International Corp.

423,000

1,035,213

Taiwan Fertilizer Co. Ltd.

15,418,000

52,644,372

TOTAL TAIWAN

443,577,964

Thailand - 0.0%

Charoen Pokphand Foods PCL (For. Reg.)

621,900

483,977

Turkey - 0.0%

Hurriyet Gazetecilik ve Matbaacilik AS

394,044

453,303

Koc Holding AS

203,000

969,497

TOTAL TURKEY

1,422,800

United Kingdom - 18.4%

Anglo American PLC (United Kingdom)

2,523,300

117,561,865

Associated British Foods PLC

4,920,900

82,545,689

Barclays PLC

34,210,000

150,315,042

BG Group PLC

11,074,979

215,675,618

BHP Billiton PLC

4,748,480

168,193,866

BP PLC

279,500

1,899,571

BP PLC sponsored ADR

17,725,000

723,711,750

British Airways PLC (a)

316,000

1,370,498

British American Tobacco PLC:

(United Kingdom)

91,200

3,473,947

sponsored ADR

2,163,700

164,938,851

Britvic PLC

4,600,700

35,557,760

Burberry Group PLC

6,982,900

114,002,187

Cable & Wireless PLC

1,154,800

988,912

Capita Group PLC

22,817,500

280,209,848

Carphone Warehouse Group PLC

12,014,300

58,612,325

Centrica PLC

502,000

2,671,816

Ensco International Ltd. ADR

10,500

486,570

GlaxoSmithKline PLC

9,537,800

186,226,415

GlaxoSmithKline PLC sponsored ADR

4,130,400

161,250,816

HSBC Holdings PLC:

(United Kingdom)

434,871

4,525,417

sponsored ADR

9,939,900

517,968,189

 

Shares

Value

Imperial Tobacco Group PLC

99,050

$ 3,172,272

Inchcape PLC (a)

18,399,998

102,795,215

International Personal Finance PLC

104,600

521,189

ITV PLC (a)

84,576,200

92,481,316

Johnson Matthey PLC

1,813,800

55,620,451

Kalahari Minerals PLC (a)

186,400

523,368

Kazakhmys PLC

45,100

950,902

Lloyds Banking Group PLC (a)

221,683,500

243,627,024

Lonmin PLC (a)

34,400

963,943

Misys PLC (a)

15,000,355

67,628,352

Next PLC

970,700

35,536,480

Ocado Group PLC (a)

6,000,000

13,429,221

Pearson PLC

10,425,200

159,651,691

Premier Oil PLC (a)

19,171

516,316

Prudential PLC

171,500

1,734,339

QinetiQ Group PLC

20,900,000

35,962,820

Reckitt Benckiser Group PLC

5,197,800

290,718,447

Rio Tinto PLC

45,550

2,958,115

Rio Tinto PLC sponsored ADR

3,501,000

227,985,120

Royal Dutch Shell PLC:

Class A (United Kingdom)

162,500

5,274,678

Class A sponsored ADR

4,900,000

318,157,000

Class B ADR

10,800,000

694,656,000

Standard Chartered PLC:

rights 11/5/10 (a)

12,287

103,448

(United Kingdom)

3,835,644

110,952,977

TalkTalk Telecom Group PLC (a)

20,856,732

44,075,194

Tesco PLC

28,030,100

191,691,612

Vedanta Resources PLC

1,525,000

50,698,034

Vodafone Group PLC

1,664,000

4,548,148

Vodafone Group PLC sponsored ADR

23,309,200

641,236,092

TOTAL UNITED KINGDOM

6,390,356,716

United States of America - 6.3%

Anadarko Petroleum Corp.

2,715,900

167,217,963

Apple, Inc. (a)

700,800

210,849,696

Avon Products, Inc.

35,800

1,090,110

C. R. Bard, Inc.

1,030,000

85,613,600

Central European Distribution Corp. (a)

41,700

1,041,249

CF Industries Holdings, Inc.

899,500

110,215,735

Chevron Corp.

1,060,000

87,566,600

China-Biotics, Inc. (a)

39,200

491,568

Citigroup, Inc. (a)

16,600,000

69,222,000

Corning, Inc.

53,500

977,980

eBay, Inc. (a)

2,883,600

85,960,116

First Cash Financial Services, Inc. (a)

17,900

520,353

Google, Inc. Class A (a)

406,608

249,246,638

Gran Tierra Energy, Inc. (a)

64,500

481,170

Hewlett-Packard Co.

1,200,000

50,472,000

Illumina, Inc. (a)

1,027,800

55,819,818

Jacobs Engineering Group, Inc. (a)

1,150,000

44,401,500

JPMorgan Chase & Co.

1,605,800

60,426,254

Common Stocks - continued

Shares

Value

United States of America - continued

Lear Corp. (a)

206,100

$ 18,219,240

Medco Health Solutions, Inc. (a)

2,286,700

120,120,351

Morgan Stanley

2,504,100

62,276,967

Newmont Mining Corp.

1,000,000

60,870,000

Philip Morris International, Inc.

2,212,900

129,454,650

QUALCOMM, Inc.

22,100

997,373

Regions Financial Corp.

7,913,500

49,855,050

SanDisk Corp. (a)

2,180,900

81,958,222

Schweitzer-Mauduit International, Inc. (e)

1,297,914

83,300,121

The Walt Disney Co.

1,423,200

51,391,752

The Western Union Co.

56,700

997,920

Visa, Inc. Class A

1,400,000

109,438,000

Wells Fargo & Co.

6,137,200

160,058,176

TOTAL UNITED STATES OF AMERICA

2,210,552,172

TOTAL COMMON STOCKS

(Cost $26,841,115,573)

32,884,501,265

Nonconvertible Preferred Stocks - 1.5%

 

 

 

 

Germany - 1.5%

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

800,000

38,949,469

ProSiebenSat.1 Media AG

5,548,800

146,619,469

Volkswagen AG

2,232,900

335,552,622

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $305,707,723)

521,121,560

Money Market Funds - 5.6%

Shares

Value

Fidelity Cash Central Fund, 0.23% (b)

1,313,905,689

$ 1,313,905,689

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

620,968,677

620,968,677

TOTAL MONEY MARKET FUNDS

(Cost $1,934,874,366)

1,934,874,366

TOTAL INVESTMENT
PORTFOLIO - 101.5%

(Cost $29,081,697,662)

35,340,497,191

NET OTHER ASSETS (LIABILITIES) - (1.5)%

(521,262,073)

NET ASSETS - 100%

$ 34,819,235,118

Legend

(a) Non-income producing

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

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

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

(e) Affiliated company

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $9,544,006 or 0.0% of net assets.

(g) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $451,860 or 0.0% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost

OZ Optics Ltd. unit

8/18/00

$ 1,505,520

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 1,916,208

Fidelity Securities Lending Cash Central Fund

21,351,864

Total

$ 23,268,072

Other Affiliated Issuers

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

Affiliate

Value,
beginning of period

Purchases

Sales Proceeds

Dividend Income

Value,
end of
period

Bovis Homes Group PLC

$ 49,028,663

$ -

$ 40,862,474

$ -

$ -

easyJet PLC

168,495,470

-

164,901,608

-

-

Informa PLC

163,485,254

209,835

123,704,482

5,004,506

-

Niko Resources Ltd.

204,266,519

3,831,199

32,663,592

287,709

-

Painted Pony Petroleum Ltd. 144A

3,676,731

4,520,708

-

-

9,544,006

Painted Pony Petroleum Ltd. Class A

3,972,148

15,732,670

-

-

21,509,462

Petrobank Energy & Resources Ltd.

239,355,866

7,034,675

-

-

223,863,859

Pronova BioPharma ASA

48,182,882

1,312,775

8,079,938

-

-

Resolution Ltd.

-

203,988,590

3,235,783

4,279,791

-

Schweitzer-Mauduit International, Inc.

-

66,984,142

-

319,904

83,300,121

Tecan Group AG

67,537,277

-

49,592,334

749,837

-

Trican Well Service Ltd.

81,839,590

-

104,622,102

436,015

-

Total

$ 1,029,840,400

$ 303,614,594

$ 527,662,313

$ 11,077,762

$ 338,217,448

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United Kingdom

$ 6,390,356,716

$ 5,463,203,141

$ 927,153,575

$ -

Japan

4,118,120,285

1,480,235,031

2,637,885,254

-

Germany

2,806,562,013

2,571,145,607

235,416,406

-

Switzerland

2,678,567,949

2,182,630,892

495,937,057

-

France

2,429,558,371

2,248,114,380

181,443,991

-

United States of America

2,210,552,172

2,210,552,172

-

-

Canada

1,500,196,774

1,499,744,914

-

451,860

Spain

1,364,541,644

945,232,128

419,309,516

-

Netherlands

1,103,151,493

1,010,652,643

92,498,850

-

Other

8,804,015,408

7,896,535,647

907,479,761

-

Money Market Funds

1,934,874,366

1,934,874,366

-

-

Total Investments in Securities:

$ 35,340,497,191

$ 29,442,920,921

$ 5,897,124,410

$ 451,860

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

Investments in Securities:

Beginning Balance

$ 481,440

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

(29,580)

Cost of Purchases

-

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in to Level 3

-

Transfers out of Level 3

-

Ending Balance

$ 451,860

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at October 31, 2010

$ (29,580)

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

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $5,177,653,127 of which $956,598,602, $3,601,913,096 and $619,141,429 will expire on October 31, 2016, 2017 and 2018, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

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

Annual Report

Fidelity Diversified International Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $599,538,721) - See accompanying schedule:

Unaffiliated issuers (cost $26,810,900,728)

$ 33,067,405,377

 

Fidelity Central Funds (cost $1,934,874,366)

1,934,874,366

 

Other affiliated issuers (cost $335,922,568)

338,217,448

 

Total Investments (cost $29,081,697,662)

 

$ 35,340,497,191

Cash

1,944,256

Receivable for investments sold

152,958,867

Receivable for fund shares sold

42,373,584

Dividends receivable

93,945,387

Distributions receivable from
Fidelity Central Funds

250,116

Other receivables

3,118,617

Total assets

35,635,088,018

 

 

 

Liabilities

Payable for investments purchased

$ 114,316,055

Payable for fund shares redeemed

49,570,390

Accrued management fee

19,084,476

Other affiliated payables

5,585,364

Other payables and accrued
expenses

6,327,938

Collateral on securities loaned,
at value

620,968,677

Total liabilities

815,852,900

 

 

 

Net Assets

$ 34,819,235,118

Net Assets consist of:

 

Paid in capital

$ 33,386,450,830

Undistributed net investment income

424,022,673

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

(5,250,875,923)

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

6,259,637,538

Net Assets

$ 34,819,235,118

 

 

 

Diversified International:
Net Asset Value
, offering price and redemption price per share ($26,527,228,516 ÷ 899,570,270 shares)

$ 29.49

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($7,697,404,912 ÷
260,809,944 shares)

$ 29.51

 

 

 

Class F:
Net Asset Value
, offering price and redemption price per share ($594,601,690 ÷
20,144,672 shares)

$ 29.52

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends (including $11,077,762 earned from other affiliated issuers)

 

$ 865,768,030

Interest

 

7,798

Income from Fidelity Central Funds

 

23,268,072

Income before foreign taxes withheld

 

889,043,900

Less foreign taxes withheld

 

(76,318,519)

Total income

 

812,725,381

 

 

 

Expenses

Management fee
Basic fee

$ 250,126,269

Performance adjustment

(1,938,601)

Transfer agent fees

73,940,178

Accounting and security
lending fees

2,719,020

Custodian fees and expenses

6,509,391

Independent trustees' compensation

202,342

Appreciation in deferred trustee compensation account

10

Registration fees

239,837

Audit

225,084

Legal

218,627

Interest

393

Miscellaneous

491,243

Total expenses before reductions

332,733,793

Expense reductions

(6,448,403)

326,285,390

Net investment income (loss)

486,439,991

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $1,783,507)

(337,674,020)

Other affiliated issuers

(213,110,117)

 

Foreign currency transactions

(11,019,334)

Capital gain distributions from Fidelity Central Funds

50,714

Total net realized gain (loss)

 

(561,752,757)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $3,976,979)

3,611,091,904

Assets and liabilities in foreign currencies

3,060,095

Total change in net unrealized appreciation (depreciation)

 

3,614,151,999

Net gain (loss)

3,052,399,242

Net increase (decrease) in net assets resulting from operations

$ 3,538,839,233

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

Annual Report

Fidelity Diversified International Fund
Financial Statements - continued

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 486,439,991

$ 476,097,261

Net realized gain (loss)

(561,752,757)

(3,390,561,829)

Change in net unrealized appreciation (depreciation)

3,614,151,999

9,739,007,983

Net increase (decrease) in net assets resulting from operations

3,538,839,233

6,824,543,415

Distributions to shareholders from net investment income

(474,506,693)

(412,836,673)

Share transactions - net increase (decrease)

(3,995,252,806)

129,291,951

Redemption fees

822,251

1,098,454

Total increase (decrease) in net assets

(930,098,015)

6,542,097,147

 

 

 

Net Assets

Beginning of period

35,749,333,133

29,207,235,986

End of period (including undistributed net investment income of $424,022,673 and undistributed net investment income of $412,089,844, respectively)

$ 34,819,235,118

$ 35,749,333,133

Financial Highlights - Diversified International

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 26.86

$ 21.96

$ 45.41

$ 37.58

$ 30.80

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .37

.35

.55

.47

.46

Net realized and unrealized gain (loss)

  2.61

4.86

(20.96)

10.23

7.33

Total from investment operations

  2.98

5.21

(20.41)

10.70

7.79

Distributions from net investment income

  (.35)

(.31)

(.47)

(.36)

(.28)

Distributions from net realized gain

  -

-

(2.57)

(2.51)

(.73)

Total distributions

  (.35)

(.31)

(3.04)

(2.87)

(1.01)

Redemption fees added to paid in capital B, F

  -

-

-

-

-

Net asset value, end of period

$ 29.49

$ 26.86

$ 21.96

$ 45.41

$ 37.58

Total Return A

  11.15%

24.32%

(48.04)%

30.37%

25.89%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  .98%

1.01%

1.04%

.93%

1.01%

Expenses net of fee waivers, if any

  .98%

1.01%

1.04%

.93%

1.01%

Expenses net of all reductions

  .96%

.99%

1.02%

.91%

.97%

Net investment income (loss)

  1.34%

1.58%

1.53%

1.20%

1.32%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 26,527,229

$ 30,998,270

$ 28,274,961

$ 59,929,942

$ 43,965,189

Portfolio turnover rate D

  57%

54%

49%

51%

59%

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

B Calculated based on average shares outstanding during the period.

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

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

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

F Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class K

Years ended October 31,

2010

2009

2008 G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 26.89

$ 21.98

$ 38.39

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .42

.42

.16

Net realized and unrealized gain (loss)

  2.61

4.85

(16.57)

Total from investment operations

  3.03

5.27

(16.41)

Distributions from net investment income

  (.41)

(.36)

-

Redemption fees added to paid in capital D,I

  -

-

-

Net asset value, end of period

$ 29.51

$ 26.89

$ 21.98

Total Return B, C

  11.33%

24.64%

(42.75)%

Ratios to Average Net Assets E, H

 

 

 

Expenses before reductions

  .79%

.77%

.88% A

Expenses net of fee waivers, if any

  .79%

.77%

.88% A

Expenses net of all reductions

  .77%

.76%

.87% A

Net investment income (loss)

  1.54%

1.81%

1.45% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 7,697,405

$ 4,713,909

$ 932,275

Portfolio turnover rate F

  57%

54%

49%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

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

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

I Amount represents less than $.01 per share.

Financial Highlights - Class F

Years ended October 31,

2010

2009 G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 26.89

$ 23.29

Income from Investment Operations

 

 

Net investment income (loss) D

  .43

(.02)

Net realized and unrealized gain (loss)

  2.62

3.62

Total from investment operations

  3.05

3.60

Distributions from net investment income

  (.42)

-

Redemption fees added to paid in capital D,I

  -

-

Net asset value, end of period

$ 29.52

$ 26.89

Total Return B, C

  11.41%

15.46%

Ratios to Average Net Assets E, H

 

 

Expenses before reductions

  .73%

.71% A

Expenses net of fee waivers, if any

  .73%

.71% A

Expenses net of all reductions

  .72%

.70% A

Net investment income (loss)

  1.59%

(.19)% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 594,602

$ 37,155

Portfolio turnover rate F

  57%

54%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

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

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

I Amount represents less than $.01 per share.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Diversified International Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Diversified International, Class K and Class F shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class F shares of the Fund are only available for purchase by mutual funds for which Fidelity Management & Research Company (FMR) or an affiliate serves as investment manager. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

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

3. Significant Accounting Policies.

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

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

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

Level 1 - quoted prices in active markets for identical investments

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

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

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Security Valuation - continued

Investments in open-end mutual funds,including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

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

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

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

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

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

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

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

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

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

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Gross unrealized appreciation

$ 7,056,729,422

Gross unrealized depreciation

(962,448,025)

Net unrealized appreciation (depreciation)

$ 6,094,281,397

 

 

Tax Cost

$ 29,246,215,794

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

Undistributed ordinary income

$ 515,990,332

Capital loss carryforward

$ (5,177,653,127)

Net unrealized appreciation (depreciation)

$ (6,099,096,385)

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 474,506,693

$ 412,836,673

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

4. Operating Policies.

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

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $19,113,606,387 and $23,210,049,761, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of Diversified International as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .70% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of Diversified International. FIIOC receives an asset-based fee of Class K's average net assets. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

 

Amount

% of
Average
Net Assets

Diversified International

70,681,751

.25

Class K

3,258,427

.05

 

$ 73,940,178

 

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $73,316 for the period.

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

Borrower or Lender

Average Daily
Loan Balance

Weighted Average
Interest Rate

Interest
Expense

Borrower

$ 30,883,000

.46%

$ 393

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $139,855 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $21,351,864. During the period, there were no securities loaned to FCM.

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $6,448,114 for the period. In addition, through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $289.

Annual Report

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009A

From net investment income

 

 

Diversified International

$ 398,456,259

$ 394,538,470

Class K

74,880,028

18,298,203

Class F

1,170,406

-

Total

$ 474,506,693

$ 412,836,673

A Distributions to shareholders for Class F are for the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009A

2010

2009A

Diversified International

 

 

 

 

Shares sold

179,662,935

266,412,212

$ 4,893,668,837

$ 5,884,913,394

Conversion to Class K B

-

(113,348,310)

-

(2,310,072,040)

Reinvestment of distributions

13,627,007

20,012,374

384,281,814

380,635,740

Shares redeemed

(447,584,331)

(307,025,690)

(12,092,134,122)

(6,660,643,668)

Net increase (decrease)

(254,294,389)

(133,949,414)

$ (6,814,183,471)

$ (2,705,166,574)

Class K

 

 

 

 

Shares sold

151,794,829

46,252,428

$ 4,125,917,772

$ 1,096,724,275

Conversion from Diversified InternationalB

-

113,393,333

-

2,310,072,040

Reinvestment of distributions

2,657,205

963,570

74,880,028

18,298,203

Shares redeemed

(68,937,812)

(27,732,811)

(1,889,669,527)

(629,090,058)

Net increase (decrease)

85,514,222

132,876,520

$ 2,311,128,273

$ 2,796,004,460

Class F

 

 

 

 

Shares sold

24,587,499

1,396,615

$ 664,182,809

$ 38,873,992

Reinvestment of distributions

41,548

-

1,170,406

-

Shares redeemed

(5,866,038)

(14,952)

(157,550,823)

(419,927)

Net increase (decrease)

18,763,009

1,381,663

$ 507,802,392

$ 38,454,065

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

B Conversion transactions for Class K and Diversified International are presented for the period November 1, 2008 through August 31, 2009.

12. Other.

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

Annual Report

Report of Independent Registered Public Accounting Firm

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

We have audited the accompanying statement of assets and liabilities of Fidelity Diversified International Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

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

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

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 17, 2010

Annual Report

Trustees and Officers

The Trustees Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

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

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

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

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

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

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

Annual Report

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

Interested Trustees*:

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

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

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

James C. Curvey (75)

 

Year of Election or Appointment: 2007

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

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

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

Independent Trustees:

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

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

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

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

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

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

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

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

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

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

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

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

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

Annual Report

Advisory Board Member and Executive Officers:

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

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

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

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

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

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

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

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

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

William C. Coffey (41)

 

Year of Election or Appointment: 2009

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

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

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

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

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

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

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

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

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

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

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

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

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

John R. Hebble (52)

 

Year of Election or Appointment: 2009

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

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

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

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

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

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Diversified International Fund voted to pay on December 6, 2010 to shareholders of record at the opening of business on December 3, 2010, the following distributions per share derived from capital gains realized from sales of portfolio securities and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Class K

12/06/10

12/03/10

$0.431

$0.081

Class K designates 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Class K

12/07/2009

$0.342

$0.031

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Diversified International Fund

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

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

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

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

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

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

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

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

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

Annual Report

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

Fidelity Diversified International Fund

fid283

The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class of the fund (the class with the longer performance record) was in the second quartile for all the periods shown. The Board also noted that the investment performance of the retail class of the fund compared favorably to its benchmark for the three- and five-year periods, although the one-year cumulative total return of the retail class of the fund was lower than its benchmark. The Board considered that the variations in performance between the fund's classes reflect the variations in class expenses, which result in lower performance for the higher expense class. The Board also reviewed the fund's performance since inception as well as performance in the current year.

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

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

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

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

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 15% means that 85% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Fidelity Diversified International Fund

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The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

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

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

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

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

Annual Report

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

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

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

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

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

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

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

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

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

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

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

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

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

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

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

JPMorgan Chase Bank
New York, NY

DIF-K-UANN-1210
1.863004.102

fid233

Fidelity®
Overseas
Fund -

Class F

Annual Report

October 31, 2010
(2_fidelity_logos) (Registered_Trademark)

Contents

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

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

Investments

<Click Here>

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

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

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

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

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

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

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

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

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Performance: The Bottom Line

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

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

Class F A

6.60%

2.12%

1.83%

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

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Overseas Fund - Class F, a class of the fund, on October 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE® (Europe, Australasia, Far East) Index performed over the same period. The initial offering of Class F took place on June 26, 2009. See above for additional information regarding the performance of Class F.

fid299

Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Ian Hart, Portfolio Manager of Fidelity® Overseas Fund: For the year, the fund's Class F shares rose 6.60%, underperforming the 8.49% gain of the MSCI EAFE® (Europe, Australasia, Far East) Index. The fund's relative performance was hurt by industrials, specifically the capital goods group, consumer staples and financials. On a geographic basis, performance was stymied by an underweighting in Australia and stock picking in several countries, including Japan, the U.K. and Switzerland, but helped by investments in Italy and Germany. On an individual security basis, the fund's largest detractor was an out-of-index stake in U.S.-based Scientific Games, a provider of technology systems to the gaming industry, whose stock disappointed when new online gaming opportunities failed to materialize. I also missed with Hellenic Telecommunications Organization (OTE), the Greek firm whose stock struggled amid the country's economic crisis. I cut back on Scientific Games and sold OTE by period end. Within financials, the fund's investment in Italian banking group Intesa Sanpaolo detracted. Conversely, German automaker Volkswagen was the fund's top individual contributor. Underweighting energy giant BP helped, as the stock dropped after its oil-well blowout in the Gulf of Mexico. An out-of-index stake in luxury goods maker Bulgari was a solid contributor, as demand for its products surged within emerging markets.

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

Annual Report

Fidelity Overseas Fund

Shareholder Expense Example

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

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

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010
to October 31, 2010

Overseas

.83%

 

 

 

Actual

 

$ 1,000.00

$ 1,037.80

$ 4.26

HypotheticalA

 

$ 1,000.00

$ 1,021.02

$ 4.23

Class K

.64%

 

 

 

Actual

 

$ 1,000.00

$ 1,038.80

$ 3.29

HypotheticalA

 

$ 1,000.00

$ 1,021.98

$ 3.26

Class F

.62%

 

 

 

Actual

 

$ 1,000.00

$ 1,038.80

$ 3.19

HypotheticalA

 

$ 1,000.00

$ 1,022.08

$ 3.16

A 5% return per year before expenses

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

Annual Report

Fidelity Overseas Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

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Japan

18.1%

 

fid251

France

18.1%

 

fid253

Germany

16.1%

 

fid255

United Kingdom

12.7%

 

fid257

United States of America

5.5%

 

fid259

Italy

4.8%

 

fid261

Switzerland

3.7%

 

fid263

Australia

2.6%

 

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Bailiwick of Jersey

2.5%

 

fid267

Other

15.9%

 

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

As of April 30, 2010

fid249

United Kingdom

23.1%

 

fid251

Japan

21.6%

 

fid253

Germany

13.3%

 

fid255

France

12.0%

 

fid257

United States of America

7.0%

 

fid259

Italy

3.9%

 

fid261

Switzerland

3.1%

 

fid263

Australia

2.6%

 

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Spain

2.5%

 

fid267

Other

10.9%

 

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

98.6

97.3

Short-Term Investments and Net Other Assets

1.4

2.7

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Pernod-Ricard SA (France, Beverages)

5.3

1.0

SAP AG (Germany, Software)

5.1

3.4

Volkswagen AG (Germany, Automobiles)

3.5

0.7

Mazda Motor Corp. (Japan, Automobiles)

3.4

2.3

Japan Tobacco, Inc. (Japan, Tobacco)

3.2

0.5

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

3.1

1.2

Siemens AG (Germany, Industrial Conglomerates)

1.8

1.8

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

1.6

2.4

Fluor Corp. (United States of America, Construction & Engineering)

1.5

0.9

Ricoh Co. Ltd. (Japan, Office Electronics)

1.5

2.5

 

30.0

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Discretionary

22.1

15.4

Financials

17.4

23.0

Consumer Staples

12.4

8.1

Information Technology

11.2

12.6

Industrials

11.1

10.1

Energy

8.3

6.7

Materials

7.8

8.9

Telecommunication Services

4.5

3.5

Health Care

2.6

5.9

Utilities

1.2

3.1

Annual Report

Fidelity Overseas Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 94.6%

Shares

Value

Australia - 2.6%

Australia & New Zealand Banking Group Ltd.

2,742,327

$ 66,652,578

Macquarie Group Ltd.

862,470

30,586,058

Newcrest Mining Ltd.

1,898,098

74,304,490

TOTAL AUSTRALIA

171,543,126

Austria - 0.9%

Erste Bank AG

563,100

25,409,732

Wienerberger AG (a)

1,786,918

30,085,525

TOTAL AUSTRIA

55,495,257

Bailiwick of Jersey - 2.5%

Charter International PLC

1,557,500

18,415,673

Heritage Oil PLC

2,780,200

15,345,055

United Business Media Ltd.

5,000,000

52,710,735

WPP PLC

6,514,338

75,693,005

TOTAL BAILIWICK OF JERSEY

162,164,468

Belgium - 1.5%

Ageas

8,054,178

24,756,232

Anheuser-Busch InBev SA NV

780,339

48,899,125

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

6,312,640

26,351

KBC Groupe SA (a)

486,408

21,153,772

TOTAL BELGIUM

94,835,480

Bermuda - 0.5%

GOME Electrical Appliances Holdings Ltd. (a)

93,574,000

31,508,226

Brazil - 1.8%

Banco do Brasil SA

1,437,500

27,969,228

BM&F Bovespa SA

3,905,100

32,710,836

Centrais Eletricas Brasileiras SA (Electrobras) sponsored ADR (d)

3,938,600

55,022,242

TOTAL BRAZIL

115,702,306

Canada - 1.5%

Harry Winston Diamond Corp. (a)

2,390,974

30,546,516

Niko Resources Ltd.

341,600

32,589,156

Talisman Energy, Inc.

1,931,800

35,022,043

TOTAL CANADA

98,157,715

Cayman Islands - 0.3%

3SBio, Inc. sponsored ADR (a)

37,000

556,850

China Shanshui Cement Group Ltd.

3,219,000

2,292,389

PCD Stores Group Ltd.

4,666,000

1,504,919

Peak Sport Products Co. Ltd.

16,175,000

12,896,178

TOTAL CAYMAN ISLANDS

17,250,336

 

Shares

Value

China - 0.5%

China Merchants Bank Co. Ltd. (H Shares)

12,276,500

$ 34,843,799

Minth Group Ltd.

72,000

134,688

TOTAL CHINA

34,978,487

Denmark - 0.5%

Carlsberg AS Series B

284,700

31,131,011

France - 18.1%

Accor SA

806,023

33,046,197

Alstom SA

1,556,065

78,509,668

Atos Origin SA (a)

803,297

37,137,165

AXA SA

1,253,837

22,820,042

BNP Paribas SA

617,426

45,146,620

Carrefour SA

1,432,468

77,296,591

Christian Dior SA

281,800

40,759,898

Compagnie de St. Gobain

1,180,629

55,131,906

Compagnie Generale de Geophysique SA (a)

2,168,200

50,633,571

L'Oreal SA

198,100

23,253,517

LVMH Moet Hennessy - Louis Vuitton

508,209

79,624,799

Pernod-Ricard SA

3,860,967

342,271,944

PPR SA

446,469

73,181,989

Renault SA (a)

725,300

40,293,056

Safran SA

1,265,056

40,098,772

Sanofi-Aventis

619,478

43,390,713

Schneider Electric SA

234,583

33,293,873

Societe Generale Series A

1,097,908

65,728,608

TOTAL FRANCE

1,181,618,929

Germany - 12.1%

Deutsche Boerse AG

1,176,192

82,747,121

Fresenius Medical Care AG & Co. KGaA (d)

954,400

60,782,555

HeidelbergCement AG

1,413,029

73,898,094

Linde AG

341,697

49,185,747

Munich Re Group

129,625

20,264,200

Puma AG

144,300

47,967,832

SAP AG

6,381,161

332,698,622

Siemens AG

1,040,567

118,843,382

TOTAL GERMANY

786,387,553

Hong Kong - 1.4%

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

5,330,700

74,629,800

Henderson Land Development Co. Ltd.

2,758,000

19,587,538

TOTAL HONG KONG

94,217,338

India - 0.3%

Bharti Airtel Ltd.

2,628,490

19,311,174

Indonesia - 0.2%

PT Indosat Tbk sponsored ADR (d)

425,600

14,019,264

Common Stocks - continued

Shares

Value

Israel - 0.4%

Teva Pharmaceutical Industries Ltd. sponsored ADR

454,800

$ 23,604,120

Italy - 4.8%

Bulgari SpA (d)(e)

18,976,214

203,182,267

Intesa Sanpaolo SpA

17,104,673

60,155,252

Saipem SpA

1,039,967

46,204,693

TOTAL ITALY

309,542,212

Japan - 18.1%

Denso Corp.

1,410,300

43,857,646

Hitachi Ltd. (a)

6,197,000

28,008,276

Japan Tobacco, Inc.

66,332

206,072,575

Kenedix, Inc. (a)(d)

71,644

14,449,883

Keyence Corp.

110,000

27,271,032

Mazda Motor Corp.

87,560,000

222,529,219

Mitsubishi Corp.

3,326,700

79,906,263

Mitsubishi UFJ Financial Group, Inc.

10,993,100

51,019,020

Mitsui & Co. Ltd.

5,632,000

88,576,770

Mizuho Financial Group, Inc.

12,656,900

18,356,540

Rakuten, Inc.

87,129

67,130,581

Ricoh Co. Ltd.

6,888,000

96,353,600

SOFTBANK CORP.

1,562,000

50,163,672

Sumitomo Mitsui Financial Group, Inc.

1,168,700

34,883,060

Tokyo Broadcasting System Holding

1,852,500

22,836,833

Tokyo Electron Ltd.

1,655,700

93,420,153

Toshiba Corp. (a)

4,682,000

23,434,099

Toto Ltd. (d)

2,025,000

13,453,746

TOTAL JAPAN

1,181,722,968

Korea (South) - 0.6%

Shinhan Financial Group Co. Ltd.

495,630

19,194,916

SK Telecom Co. Ltd. sponsored ADR (d)

1,152,400

21,238,732

TOTAL KOREA (SOUTH)

40,433,648

Netherlands - 1.4%

AEGON NV (a)

4,267,800

27,041,518

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

3,711,800

39,701,429

Koninklijke Philips Electronics NV

802,100

24,459,768

TOTAL NETHERLANDS

91,202,715

Norway - 1.5%

Aker Solutions ASA

4,406,500

67,083,064

Sevan Marine ASA (a)(d)

24,336,552

32,791,814

TOTAL NORWAY

99,874,878

 

Shares

Value

Russia - 0.6%

Mobile TeleSystems OJSC sponsored ADR

1,052,500

$ 22,786,625

OAO Gazprom sponsored ADR

737,700

16,118,745

TOTAL RUSSIA

38,905,370

Spain - 2.0%

Banco Bilbao Vizcaya Argentaria SA

4,148,498

54,640,336

Inditex SA (d)

459,185

38,342,368

Indra Sistemas SA (d)

1,047,400

20,498,398

Red Electrica Corporacion SA

397,300

19,954,149

TOTAL SPAIN

133,435,251

Switzerland - 3.7%

Julius Baer Group Ltd.

1,451,350

61,247,604

Roche Holding AG (participation certificate)

267,163

39,218,828

The Swatch Group AG (Bearer)

120,060

45,872,470

Transocean Ltd. (a)

556,300

35,247,168

UBS AG (a)

3,366,813

57,176,452

TOTAL SWITZERLAND

238,762,522

United Kingdom - 12.7%

Anglo American PLC (United Kingdom)

1,823,500

84,957,817

BAE Systems PLC

5,367,400

29,642,063

Barclays PLC

9,627,323

42,301,417

BG Group PLC

3,213,318

62,576,583

BHP Billiton PLC

2,041,281

72,303,336

BP PLC sponsored ADR

1,140,200

46,554,366

Capita Group PLC

1,188,700

14,597,806

HSBC Holdings PLC sponsored ADR

1,368,764

71,326,292

Imperial Tobacco Group PLC

2,114,240

67,712,719

ITV PLC (a)

21,426,630

23,429,321

Lloyds Banking Group PLC (a)

31,001,210

34,069,890

Micro Focus International PLC

4,399,600

26,912,392

Misys PLC (a)

6,860,500

30,930,222

Rio Tinto PLC

1,255,810

81,555,009

Royal Dutch Shell PLC Class B ADR

1,635,700

105,208,224

Xstrata PLC

1,872,200

36,279,500

TOTAL UNITED KINGDOM

830,356,957

United States of America - 4.1%

AsiaInfo Holdings, Inc. (a)

735,335

16,339,144

CME Group, Inc.

126,200

36,553,830

Fluor Corp.

2,020,100

97,348,619

NII Holdings, Inc. (a)

2,134,400

89,239,264

Scientific Games Corp. Class A (a)

3,345,209

26,427,151

Viad Corp.

98,936

1,974,763

TOTAL UNITED STATES OF AMERICA

267,882,771

TOTAL COMMON STOCKS

(Cost $5,942,808,667)

6,164,044,082

Nonconvertible Preferred Stocks - 4.0%

Shares

Value

Germany - 4.0%

Porsche Automobil Holding SE

593,200

$ 30,387,401

Volkswagen AG

1,511,968

227,213,411

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $188,849,860)

257,600,812

Money Market Funds - 2.7%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)

46,818,828

46,818,828

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

131,257,696

131,257,696

TOTAL MONEY MARKET FUNDS

(Cost $178,076,524)

178,076,524

TOTAL INVESTMENT PORTFOLIO - 101.3%

(Cost $6,309,735,051)

6,599,721,418

NET OTHER ASSETS (LIABILITIES) - (1.3)%

(87,032,730)

NET ASSETS - 100%

$ 6,512,688,688

Legend

(a) Non-income producing

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

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

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

(e) Affiliated company

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 215,905

Fidelity Securities Lending Cash Central Fund

6,382,864

Total

$ 6,598,769

Other Affiliated Issuers

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

Affiliate

Value,
beginning of
period

Purchases

Sales
Proceeds

Dividend
Income

Value,
end of
period

Bulgari SpA

$ 113,852,096

$ 108,432,769

$ 67,968,297

$ 392,681

$ 203,182,267

Harry Winston Diamond Corp.

35,080,049

-

21,459,940

-

-

Kenedix, Inc.

28,504,228

13,220,143

12,411,387

-

-

William Hill PLC

71,632,544

29,169,053

94,152,324

2,667,780

-

Total

$ 249,068,917

$ 150,821,965

$ 195,991,948

$ 3,060,461

$ 203,182,267

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Japan

$ 1,181,722,968

$ 131,688,329

$ 1,050,034,639

$ -

France

1,181,618,929

1,087,594,645

94,024,284

-

Germany

1,043,988,365

1,043,988,365

-

-

United Kingdom

830,356,957

600,127,305

230,229,652

-

Italy

309,542,212

309,542,212

-

-

United States of America

267,882,771

267,882,771

-

-

Switzerland

238,762,522

181,586,070

57,176,452

-

Australia

171,543,126

171,543,126

-

-

Bailiwick of Jersey

162,164,468

86,471,463

75,693,005

-

Other

1,034,062,576

888,219,525

145,843,051

-

Money Market Funds

178,076,524

178,076,524

-

-

Total Investments in Securities:

$ 6,599,721,418

$ 4,946,720,335

$ 1,653,001,083

$ -

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

Investments in Securities:

Beginning Balance

$ 35

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

(35)

Cost of Purchases

-

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in to Level 3

-

Transfers out of Level 3

-

Ending Balance

$ -

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at October 31, 2010

$ -

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

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $1,637,677,232 of which $697,957,467 and $939,719,765 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

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

Annual Report

Fidelity Overseas Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $126,027,467) - See accompanying schedule:

Unaffiliated issuers (cost $5,979,280,612)

$ 6,218,462,627

 

Fidelity Central Funds (cost $178,076,524)

178,076,524

 

Other affiliated issuers (cost $152,377,915)

203,182,267

 

Total Investments (cost $6,309,735,051)

 

$ 6,599,721,418

Receivable for investments sold

136,276,399

Receivable for fund shares sold

7,122,890

Dividends receivable

15,109,772

Distributions receivable from Fidelity Central Funds

80,022

Other receivables

947,969

Total assets

6,759,258,470

 

 

 

Liabilities

Payable for investments purchased

$ 108,531,107

Payable for fund shares redeemed

2,267,344

Accrued management fee

2,739,436

Other affiliated payables

1,272,757

Other payables and accrued expenses

501,442

Collateral on securities loaned, at value

131,257,696

Total liabilities

246,569,782

 

 

 

Net Assets

$ 6,512,688,688

Net Assets consist of:

 

Paid in capital

$ 7,864,527,445

Undistributed net investment income

85,893,161

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

(1,728,566,184)

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

290,834,266

Net Assets

$ 6,512,688,688

Overseas:
Net Asset Value
, offering price and redemption price per share ($5,548,689,358 ÷ 175,814,142 shares)

$ 31.56

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($368,004,318 ÷ 11,650,042 shares)

$ 31.59

 

 

 

Class F:
Net Asset Value
, offering price and redemption price per share ($595,995,012 ÷ 18,870,397 shares)

$ 31.58

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends (including $3,060,461 earned from other affiliated issuers)

 

$ 160,786,466

Interest

 

25,831

Income from Fidelity Central Funds

 

6,598,769

Income before foreign taxes withheld

 

167,411,066

Less foreign taxes withheld

 

(12,596,890)

Total income

 

154,814,176

 

 

 

Expenses

Management fee
Basic fee

$ 48,637,860

Performance adjustment

(7,944,328)

Transfer agent fees

15,331,656

Accounting and security lending fees

1,712,692

Custodian fees and expenses

1,207,677

Independent trustees' compensation

39,713

Depreciation in deferred trustee compensation account

(37)

Registration fees

56,697

Audit

113,545

Legal

51,751

Interest

7,829

Miscellaneous

97,194

Total expenses before reductions

59,312,249

Expense reductions

(2,662,088)

56,650,161

Net investment income (loss)

98,164,015

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

160,999,122

Other affiliated issuers

21,634,517

 

Foreign currency transactions

(2,096,186)

Capital gain distributions from Fidelity Central Funds

17,805

Total net realized gain (loss)

 

180,555,258

Change in net unrealized appreciation (depreciation) on:

Investment securities

94,183,082

Assets and liabilities in foreign currencies

666,146

Total change in net unrealized appreciation (depreciation)

 

94,849,228

Net gain (loss)

275,404,486

Net increase (decrease) in net assets resulting from operations

$ 373,568,501

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

Annual Report

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 98,164,015

$ 119,329,980

Net realized gain (loss)

180,555,258

(1,003,646,089)

Change in net unrealized appreciation (depreciation)

94,849,228

2,100,809,355

Net increase (decrease) in net assets resulting from operations

373,568,501

1,216,493,246

Distributions to shareholders from net investment income

(108,455,793)

(81,537,156)

Distributions to shareholders from net realized gain

(2,308,848)

-

Total distributions

(110,764,641)

(81,537,156)

Share transactions - net increase (decrease)

(771,649,789)

377,264,123

Redemption fees

54,523

81,713

Total increase (decrease) in net assets

(508,791,406)

1,512,301,926

 

 

 

Net Assets

Beginning of period

7,021,480,094

5,509,178,168

End of period (including undistributed net investment income of $85,893,161 and undistributed net investment income of $98,105,298, respectively)

$ 6,512,688,688

$ 7,021,480,094

Financial Highlights - Overseas

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 30.13

$ 25.43

$ 58.39

$ 47.08

$ 37.65

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)B

  .42

.52

.55

.70

.63

Net realized and unrealized gain (loss)

  1.49

4.55

(27.19)

15.80

9.37

Total from investment operations

  1.91

5.07

(26.64)

16.50

10.00

Distributions from net investment income

  (.47)

(.37)

(.57)

(.55)

(.41)

Distributions from net realized gain

  (.01)

-

(5.75)

(4.64)

(.16)

Total distributions

  (.48)

(.37)

(6.32)

(5.19)

(.57)

Redemption fees added to paid in capitalB,F

  -

-

-

-

-

Net asset value, end of period

$ 31.56

$ 30.13

$ 25.43

$ 58.39

$ 47.08

Total ReturnA

  6.33%

20.44%

(50.88)%

38.79%

26.83%

Ratios to Average Net AssetsC,E

 

 

 

 

 

Expenses before reductions

  .89%

1.02%

1.13%

.95%

1.00%

Expenses net of fee waivers, if any

  .89%

1.02%

1.13%

.95%

1.00%

Expenses net of all reductions

  .85%

.98%

1.10%

.91%

.90%

Net investment income (loss)

  1.41%

2.01%

1.33%

1.43%

1.43%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 5,548,689

$ 6,602,017

$ 5,464,901

$ 9,543,353

$ 7,217,287

Portfolio turnover rateD

  111%

115%

113%

87%

132%

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

B Calculated based on average shares outstanding during the period.

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

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

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

F Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class K

Years ended October 31,

2010

2009

2008G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 30.16

$ 25.45

$ 45.00

Income from Investment Operations

 

 

 

Net investment income (loss)D

  .47

.59

.13

Net realized and unrealized gain (loss)

  1.50

4.54

(19.68)

Total from investment operations

  1.97

5.13

(19.55)

Distributions from net investment income

  (.53)

(.42)

-

Distributions from net realized gain

  (.01)

-

-

Total distributions

  (.54)

(.42)

-

Redemption fees added to paid in capitalD,I

  -

-

-

Net asset value, end of period

$ 31.59

$ 30.16

$ 25.45

Total ReturnB,C

  6.55%

20.73%

(43.44)%

Ratios to Average Net AssetsE,H

 

 

 

Expenses before reductions

  .69%

.78%

.96%A

Expenses net of fee waivers, if any

  .69%

.78%

.96%A

Expenses net of all reductions

  .66%

.74%

.93%A

Net investment income (loss)

  1.60%

2.25%

1.08%A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 368,004

$ 383,048

$ 44,277

Portfolio turnover rateF

  111%

115%

113%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

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

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

I Amount represents less than $.01 per share.

Financial Highlights - Class F

Years ended October 31,

2010

2009G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 30.15

$ 26.62

Income from Investment Operations

 

 

Net investment income (loss)D

  .48

.07

Net realized and unrealized gain (loss)

  1.51

3.46

Total from investment operations

  1.99

3.53

Distributions from net investment income

  (.55)

-

Distributions from net realized gain

  (.01)

-

Total distributions

  (.56)

-

Redemption fees added to paid in capitalD,I

  -

-

Net asset value, end of period

$ 31.58

$ 30.15

Total ReturnB,C

  6.60%

13.26%

Ratios to Average Net AssetsE,H

 

 

Expenses before reductions

  .64%

.68%A

Expenses net of fee waivers, if any

  .64%

.68%A

Expenses net of all reductions

  .60%

.64%A

Net investment income (loss)

  1.66%

.70%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 595,995

$ 36,415

Portfolio turnover rateF

  111%

115%

A Annualized

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

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

D Calculated based on average shares outstanding during the period.

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

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

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

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

I Amount represents less than $.01 per share.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Overseas Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Overseas, Class K, and Class F shares each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class F shares of the Fund are only available for purchase by mutual funds for which Fidelity Management & Research Company (FMR) or an affiliate serves as investment manager. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

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

3. Significant Accounting Policies.

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

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

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

Level 1 - quoted prices in active markets for identical investments

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

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

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Security Valuation - continued

Investments in open-end mutual funds,including Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

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

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

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

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

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

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

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

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

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

Book-tax differences are primarily due to short-term capital gain distributions from the Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

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

Gross unrealized appreciation

$ 680,769,014

Gross unrealized depreciation

(481,671,593)

Net unrealized appreciation (depreciation)

$ 199,097,421

 

 

Tax Cost

$ 6,400,623,997

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

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

Undistributed ordinary income

$ 86,052,773

Capital loss carryforward

$ (1,637,677,232)

Net unrealized appreciation (depreciation)

$ 199,945,316

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 110,764,641

$ 81,537,156

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

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $7,369,512,168 and $8,098,799,007, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment(up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of Overseas as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .59% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of Overseas. FIIOC receives an asset-based fee of Class K's average net assets. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Overseas

15,119,234

.25

Class K

212,422

.05

 

$ 15,331,656

 

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $7,413 for the period.

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates - continued

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

Borrower or Lender

Average Daily
Loan Balance

Weighted Average
Interest Rate

Interest
Expense

Borrower

$ 22,768,107

.44%

$ 7,829

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $27,318 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $6,382,864. During the period, there were no securities loaned to FCM.

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $2,661,854 for the period. In addition, through arrangements with the Fund's custodian credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $234.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009A

From net investment income

 

 

Overseas

$ 100,374,591

$ 78,759,447

Class K

6,711,130

2,777,709

Class F

1,370,072

-

Total

$ 108,455,793

$ 81,537,156

From net realized gain

 

 

Overseas

$ 2,158,312

$ -

Class K

126,111

-

Class F

24,425

-

Total

$ 2,308,848

$ -

A Distributions to shareholders for Class F are for the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

Annual Report

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009A

2010

2009A

Overseas

 

 

 

 

Shares sold

36,113,789

47,857,124

$ 1,067,886,397

$ 1,179,178,777

Conversion to Class KB

-

(11,269,934)

-

(265,380,751)

Reinvestment of distributions

3,238,247

3,481,434

101,747,555

78,089,426

Shares redeemed

(82,678,886)

(35,803,556)

(2,430,908,864)

(910,091,016)

Net increase (decrease)

(43,326,850)

4,265,068

($ 1,261,274,912)

$ 81,796,436

Class K

 

 

 

 

Shares sold

5,090,117

2,178,017

$ 151,156,491

$ 56,176,528

Conversion from OverseasB

-

11,270,235

-

265,380,751

Reinvestment of distributions

217,803

123,950

6,837,242

2,777,709

Shares redeemed

(6,358,836)

(2,610,676)

(189,093,826)

(67,054,987)

Net increase (decrease)

(1,050,916)

10,961,526

($ 31,100,093)

$ 257,280,001

Class F

 

 

 

 

Shares sold

22,173,982

1,220,610

$ 652,570,206

$ 38,599,366

Reinvestment of distributions

44,465

-

1,394,498

-

Shares redeemed

(4,555,729)

(12,931)

(133,239,488)

(411,680)

Net increase (decrease)

17,662,718

1,207,679

$ 520,725,216

$ 38,187,686

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

B Conversion transactions for class K and Overseas are presented for the period November 1, 2008 through August 31, 2009.

11. Other.

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

The Fidelity Freedom Funds and Fidelity Freedom K® Funds were the owners of record, in the aggregate, of approximately 52% of the total outstanding shares of the Fund.

Annual Report

Report of Independent Registered Public Accounting Firm

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

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Overseas Fund (a fund of Fidelity Investment Trust) at October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Overseas Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 17, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs each fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee each fund's activities, review contractual arrangements with companies that provide services to each fund, oversee management of the risks associated with such activities and contractual arrangements, and review each fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

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

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

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

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

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

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

Annual Report

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

Interested Trustees*:

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

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

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

James C. Curvey (75)

 

Year of Election or Appointment: 2007

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

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

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

Independent Trustees:

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

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

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

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

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

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

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

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

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

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and speciality chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

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

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

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

Annual Report

Advisory Board Member and Executive Officers:

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

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

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

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

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

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

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

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

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

William C. Coffey (41)

 

Year of Election or Appointment: 2009

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

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

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

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

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

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

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

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

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

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

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

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

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

John R. Hebble (52)

 

Year of Election or Appointment: 2009

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

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

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

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

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

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Overseas Fund voted to pay on December 6, 2010 to shareholders of record at the opening of business on December 3, 2010, the following distributions per share derived from capital gains realized from sales of portfolio securities and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Class F

12/06/10

12/03/10

$0.571

$0.000

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

 

Ex Date

 

Class F

12/04/2009

100%

Class F

12/30/2009

100%

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Class F

12/07/2009

$0.505

$0.0394

Class F

12/31/2009

$0.009

$0.000

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Overseas Fund

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

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

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

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

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

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

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

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

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

Annual Report

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

Fidelity Overseas Fund

fid325

The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class of the fund (the class with the longer performance record) was in the fourth quartile for the one-year period and the third quartile for the three- and five-year periods. The Board also noted that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board discussed with FMR actions that have been taken by FMR to improve the fund's disappointing performance relative to its peer group and benchmark. The Board noted that this fund had underperformed in the previous year and discussed with FMR its disappointment with the continued underperformance of the fund. The Board also reviewed the fund's performance since inception as well as performance in the current year. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

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

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

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

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

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 15% means that 85% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Fidelity Overseas Fund

fid327

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

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

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

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

Annual Report

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

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

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

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

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

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

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

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

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your workplace benefits (including your workplace savings plan, investments, and additional services) via your telephone or PC. You can access your plan and account information and research your investments 24 hours a day.

By Phone

Fidelity provides a single toll-free number to access plan information, account balances, positions, and quotes*. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

(phone_graphic)

Fidelity Workplace Investing
1-800-835-5092

By PC

Fidelity's web site on the Internet provides a wide range of information, including plan information, daily financial news, fund performance, interactive planning tools, and news about Fidelity products and services.

(computer_graphic)

Fidelity's Web Site
www.401k.com

* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.
Fidelity Management & Research (U.K.) Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

Fidelity Research & Analysis Company
FIL Investment Advisors
FIL Investment Advisors (U.K.) Ltd.
FIL Investments (Japan) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

JPMorgan Chase Bank
New York, NY

OVE-F-ANN-1210
1.891736.101

fid233

Fidelity®
Overseas
Fund -
Class K

Annual Report

October 31, 2010
(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-835-5092 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

Class K A

6.55%

2.17%

1.85%

A The initial offering of Class K shares took place on May 9, 2008. Returns prior to May 9, 2008 are those of Fidelity Overseas Fund, the original class of the fund.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity® Overseas Fund - Class K on October 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE® (Europe, Australasia, Far East) Index performed over the same period. The initial offering of Class K took place on May 9, 2008. See above for additional information regarding the performance of Class K.

fid342

Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Ian Hart, Portfolio Manager of Fidelity® Overseas Fund: For the year, the fund's Class K shares rose 6.55%, underperforming the 8.49% gain of the MSCI EAFE® (Europe, Australasia, Far East) Index. The fund's relative performance was hurt by unfavorable positioning within industrials, specifically the capital goods group, consumer staples and financials. On a geographic basis, performance was stymied by an underweighting in Australia and stock picking in several countries, including Japan, the U.K. and Switzerland, but helped by investments in Italy and Germany. On an individual security basis, the fund's largest detractor was an out-of-index stake in U.S.-based Scientific Games, a provider of technology systems to the gaming industry, whose stock disappointed when new online gaming opportunities failed to materialize. I also missed with Hellenic Telecommunications Organization (OTE), the Greek firm whose stock struggled amid the country's economic crisis. I cut back on Scientific Games and sold OTE by period end. Within financials, the fund's investment in Italian banking group Intesa Sanpaolo detracted. Conversely, German automaker Volkswagen was the fund's top individual contributor. Underweighting energy giant BP helped, as the stock dropped after its oil-well blowout in the Gulf of Mexico. An out-of-index stake in luxury goods maker Bulgari was a solid contributor, as demand for its products surged within emerging markets.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity Overseas Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010
to October 31, 2010

Overseas

.83%

 

 

 

Actual

 

$ 1,000.00

$ 1,037.80

$ 4.26

HypotheticalA

 

$ 1,000.00

$ 1,021.02

$ 4.23

Class K

.64%

 

 

 

Actual

 

$ 1,000.00

$ 1,038.80

$ 3.29

HypotheticalA

 

$ 1,000.00

$ 1,021.98

$ 3.26

Class F

.62%

 

 

 

Actual

 

$ 1,000.00

$ 1,038.80

$ 3.19

HypotheticalA

 

$ 1,000.00

$ 1,022.08

$ 3.16

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Fidelity Overseas Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

fid249

Japan

18.1%

 

fid251

France

18.1%

 

fid253

Germany

16.1%

 

fid255

United Kingdom

12.7%

 

fid257

United States of America

5.5%

 

fid259

Italy

4.8%

 

fid261

Switzerland

3.7%

 

fid263

Australia

2.6%

 

fid265

Bailiwick of Jersey

2.5%

 

fid267

Other

15.9%

 

fid354

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

fid249

United Kingdom

23.1%

 

fid251

Japan

21.6%

 

fid253

Germany

13.3%

 

fid255

France

12.0%

 

fid257

United States of America

7.0%

 

fid259

Italy

3.9%

 

fid261

Switzerland

3.1%

 

fid263

Australia

2.6%

 

fid265

Spain

2.5%

 

fid267

Other

10.9%

 

fid366

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

98.6

97.3

Short-Term Investments and Net Other Assets

1.4

2.7

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Pernod-Ricard SA (France, Beverages)

5.3

1.0

SAP AG (Germany, Software)

5.1

3.4

Volkswagen AG (Germany, Automobiles)

3.5

0.7

Mazda Motor Corp. (Japan, Automobiles)

3.4

2.3

Japan Tobacco, Inc. (Japan, Tobacco)

3.2

0.5

Bulgari SpA (Italy, Textiles, Apparel & Luxury Goods)

3.1

1.2

Siemens AG (Germany, Industrial Conglomerates)

1.8

1.8

Royal Dutch Shell PLC Class B ADR (United Kingdom, Oil, Gas & Consumable Fuels)

1.6

2.4

Fluor Corp. (United States of America, Construction & Engineering)

1.5

0.9

Ricoh Co. Ltd. (Japan, Office Electronics)

1.5

2.5

 

30.0

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Discretionary

22.1

15.4

Financials

17.4

23.0

Consumer Staples

12.4

8.1

Information Technology

11.2

12.6

Industrials

11.1

10.1

Energy

8.3

6.7

Materials

7.8

8.9

Telecommunication Services

4.5

3.5

Health Care

2.6

5.9

Utilities

1.2

3.1

Annual Report

Fidelity Overseas Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 94.6%

Shares

Value

Australia - 2.6%

Australia & New Zealand Banking Group Ltd.

2,742,327

$ 66,652,578

Macquarie Group Ltd.

862,470

30,586,058

Newcrest Mining Ltd.

1,898,098

74,304,490

TOTAL AUSTRALIA

171,543,126

Austria - 0.9%

Erste Bank AG

563,100

25,409,732

Wienerberger AG (a)

1,786,918

30,085,525

TOTAL AUSTRIA

55,495,257

Bailiwick of Jersey - 2.5%

Charter International PLC

1,557,500

18,415,673

Heritage Oil PLC

2,780,200

15,345,055

United Business Media Ltd.

5,000,000

52,710,735

WPP PLC

6,514,338

75,693,005

TOTAL BAILIWICK OF JERSEY

162,164,468

Belgium - 1.5%

Ageas

8,054,178

24,756,232

Anheuser-Busch InBev SA NV

780,339

48,899,125

Anheuser-Busch InBev SA NV (strip VVPR) (a)

6,312,640

26,351

KBC Groupe SA (a)

486,408

21,153,772

TOTAL BELGIUM

94,835,480

Bermuda - 0.5%

GOME Electrical Appliances Holdings Ltd. (a)

93,574,000

31,508,226

Brazil - 1.8%

Banco do Brasil SA

1,437,500

27,969,228

BM&F Bovespa SA

3,905,100

32,710,836

Centrais Eletricas Brasileiras SA (Electrobras) sponsored ADR (d)

3,938,600

55,022,242

TOTAL BRAZIL

115,702,306

Canada - 1.5%

Harry Winston Diamond Corp. (a)

2,390,974

30,546,516

Niko Resources Ltd.

341,600

32,589,156

Talisman Energy, Inc.

1,931,800

35,022,043

TOTAL CANADA

98,157,715

Cayman Islands - 0.3%

3SBio, Inc. sponsored ADR (a)

37,000

556,850

China Shanshui Cement Group Ltd.

3,219,000

2,292,389

PCD Stores Group Ltd.

4,666,000

1,504,919

Peak Sport Products Co. Ltd.

16,175,000

12,896,178

TOTAL CAYMAN ISLANDS

17,250,336

 

Shares

Value

China - 0.5%

China Merchants Bank Co. Ltd. (H Shares)

12,276,500

$ 34,843,799

Minth Group Ltd.

72,000

134,688

TOTAL CHINA

34,978,487

Denmark - 0.5%

Carlsberg AS Series B

284,700

31,131,011

France - 18.1%

Accor SA

806,023

33,046,197

Alstom SA

1,556,065

78,509,668

Atos Origin SA (a)

803,297

37,137,165

AXA SA

1,253,837

22,820,042

BNP Paribas SA

617,426

45,146,620

Carrefour SA

1,432,468

77,296,591

Christian Dior SA

281,800

40,759,898

Compagnie de St. Gobain

1,180,629

55,131,906

Compagnie Generale de Geophysique SA (a)

2,168,200

50,633,571

L'Oreal SA

198,100

23,253,517

LVMH Moet Hennessy - Louis Vuitton

508,209

79,624,799

Pernod-Ricard SA

3,860,967

342,271,944

PPR SA

446,469

73,181,989

Renault SA (a)

725,300

40,293,056

Safran SA

1,265,056

40,098,772

Sanofi-Aventis

619,478

43,390,713

Schneider Electric SA

234,583

33,293,873

Societe Generale Series A

1,097,908

65,728,608

TOTAL FRANCE

1,181,618,929

Germany - 12.1%

Deutsche Boerse AG

1,176,192

82,747,121

Fresenius Medical Care AG & Co. KGaA (d)

954,400

60,782,555

HeidelbergCement AG

1,413,029

73,898,094

Linde AG

341,697

49,185,747

Munich Re Group

129,625

20,264,200

Puma AG

144,300

47,967,832

SAP AG

6,381,161

332,698,622

Siemens AG

1,040,567

118,843,382

TOTAL GERMANY

786,387,553

Hong Kong - 1.4%

China Unicom (Hong Kong) Ltd. sponsored ADR (d)

5,330,700

74,629,800

Henderson Land Development Co. Ltd.

2,758,000

19,587,538

TOTAL HONG KONG

94,217,338

India - 0.3%

Bharti Airtel Ltd.

2,628,490

19,311,174

Indonesia - 0.2%

PT Indosat Tbk sponsored ADR (d)

425,600

14,019,264

Common Stocks - continued

Shares

Value

Israel - 0.4%

Teva Pharmaceutical Industries Ltd. sponsored ADR

454,800

$ 23,604,120

Italy - 4.8%

Bulgari SpA (d)(e)

18,976,214

203,182,267

Intesa Sanpaolo SpA

17,104,673

60,155,252

Saipem SpA

1,039,967

46,204,693

TOTAL ITALY

309,542,212

Japan - 18.1%

Denso Corp.

1,410,300

43,857,646

Hitachi Ltd. (a)

6,197,000

28,008,276

Japan Tobacco, Inc.

66,332

206,072,575

Kenedix, Inc. (a)(d)

71,644

14,449,883

Keyence Corp.

110,000

27,271,032

Mazda Motor Corp.

87,560,000

222,529,219

Mitsubishi Corp.

3,326,700

79,906,263

Mitsubishi UFJ Financial Group, Inc.

10,993,100

51,019,020

Mitsui & Co. Ltd.

5,632,000

88,576,770

Mizuho Financial Group, Inc.

12,656,900

18,356,540

Rakuten, Inc.

87,129

67,130,581

Ricoh Co. Ltd.

6,888,000

96,353,600

SOFTBANK CORP.

1,562,000

50,163,672

Sumitomo Mitsui Financial Group, Inc.

1,168,700

34,883,060

Tokyo Broadcasting System Holding

1,852,500

22,836,833

Tokyo Electron Ltd.

1,655,700

93,420,153

Toshiba Corp. (a)

4,682,000

23,434,099

Toto Ltd. (d)

2,025,000

13,453,746

TOTAL JAPAN

1,181,722,968

Korea (South) - 0.6%

Shinhan Financial Group Co. Ltd.

495,630

19,194,916

SK Telecom Co. Ltd. sponsored ADR (d)

1,152,400

21,238,732

TOTAL KOREA (SOUTH)

40,433,648

Netherlands - 1.4%

AEGON NV (a)

4,267,800

27,041,518

ING Groep NV (Certificaten Van Aandelen) unit (a)

3,711,800

39,701,429

Koninklijke Philips Electronics NV

802,100

24,459,768

TOTAL NETHERLANDS

91,202,715

Norway - 1.5%

Aker Solutions ASA

4,406,500

67,083,064

Sevan Marine ASA (a)(d)

24,336,552

32,791,814

TOTAL NORWAY

99,874,878

 

Shares

Value

Russia - 0.6%

Mobile TeleSystems OJSC sponsored ADR

1,052,500

$ 22,786,625

OAO Gazprom sponsored ADR

737,700

16,118,745

TOTAL RUSSIA

38,905,370

Spain - 2.0%

Banco Bilbao Vizcaya Argentaria SA

4,148,498

54,640,336

Inditex SA (d)

459,185

38,342,368

Indra Sistemas SA (d)

1,047,400

20,498,398

Red Electrica Corporacion SA

397,300

19,954,149

TOTAL SPAIN

133,435,251

Switzerland - 3.7%

Julius Baer Group Ltd.

1,451,350

61,247,604

Roche Holding AG (participation certificate)

267,163

39,218,828

The Swatch Group AG (Bearer)

120,060

45,872,470

Transocean Ltd. (a)

556,300

35,247,168

UBS AG (a)

3,366,813

57,176,452

TOTAL SWITZERLAND

238,762,522

United Kingdom - 12.7%

Anglo American PLC (United Kingdom)

1,823,500

84,957,817

BAE Systems PLC

5,367,400

29,642,063

Barclays PLC

9,627,323

42,301,417

BG Group PLC

3,213,318

62,576,583

BHP Billiton PLC

2,041,281

72,303,336

BP PLC sponsored ADR

1,140,200

46,554,366

Capita Group PLC

1,188,700

14,597,806

HSBC Holdings PLC sponsored ADR

1,368,764

71,326,292

Imperial Tobacco Group PLC

2,114,240

67,712,719

ITV PLC (a)

21,426,630

23,429,321

Lloyds Banking Group PLC (a)

31,001,210

34,069,890

Micro Focus International PLC

4,399,600

26,912,392

Misys PLC (a)

6,860,500

30,930,222

Rio Tinto PLC

1,255,810

81,555,009

Royal Dutch Shell PLC Class B ADR

1,635,700

105,208,224

Xstrata PLC

1,872,200

36,279,500

TOTAL UNITED KINGDOM

830,356,957

United States of America - 4.1%

AsiaInfo Holdings, Inc. (a)

735,335

16,339,144

CME Group, Inc.

126,200

36,553,830

Fluor Corp.

2,020,100

97,348,619

NII Holdings, Inc. (a)

2,134,400

89,239,264

Scientific Games Corp. Class A (a)

3,345,209

26,427,151

Viad Corp.

98,936

1,974,763

TOTAL UNITED STATES OF AMERICA

267,882,771

TOTAL COMMON STOCKS

(Cost $5,942,808,667)

6,164,044,082

Nonconvertible Preferred Stocks - 4.0%

Shares

Value

Germany - 4.0%

Porsche Automobil Holding SE

593,200

$ 30,387,401

Volkswagen AG

1,511,968

227,213,411

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $188,849,860)

257,600,812

Money Market Funds - 2.7%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)

46,818,828

46,818,828

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

131,257,696

131,257,696

TOTAL MONEY MARKET FUNDS

(Cost $178,076,524)

178,076,524

TOTAL INVESTMENT PORTFOLIO - 101.3%

(Cost $6,309,735,051)

6,599,721,418

NET OTHER ASSETS (LIABILITIES) - (1.3)%

(87,032,730)

NET ASSETS - 100%

$ 6,512,688,688

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Affiliated company

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 215,905

Fidelity Securities Lending Cash Central Fund

6,382,864

Total

$ 6,598,769

Other Affiliated Issuers

An affiliated company is a company in which the Fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate

Value,
beginning of
period

Purchases

Sales
Proceeds

Dividend
Income

Value,
end of
period

Bulgari SpA

$ 113,852,096

$ 108,432,769

$ 67,968,297

$ 392,681

$ 203,182,267

Harry Winston Diamond Corp.

35,080,049

-

21,459,940

-

-

Kenedix, Inc.

28,504,228

13,220,143

12,411,387

-

-

William Hill PLC

71,632,544

29,169,053

94,152,324

2,667,780

-

Total

$ 249,068,917

$ 150,821,965

$ 195,991,948

$ 3,060,461

$ 203,182,267

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Japan

$ 1,181,722,968

$ 131,688,329

$ 1,050,034,639

$ -

France

1,181,618,929

1,087,594,645

94,024,284

-

Germany

1,043,988,365

1,043,988,365

-

-

United Kingdom

830,356,957

600,127,305

230,229,652

-

Italy

309,542,212

309,542,212

-

-

United States of America

267,882,771

267,882,771

-

-

Switzerland

238,762,522

181,586,070

57,176,452

-

Australia

171,543,126

171,543,126

-

-

Bailiwick of Jersey

162,164,468

86,471,463

75,693,005

-

Other

1,034,062,576

888,219,525

145,843,051

-

Money Market Funds

178,076,524

178,076,524

-

-

Total Investments in Securities:

$ 6,599,721,418

$ 4,946,720,335

$ 1,653,001,083

$ -

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Investments in Securities:

Beginning Balance

$ 35

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

(35)

Cost of Purchases

-

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in to Level 3

-

Transfers out of Level 3

-

Ending Balance

$ -

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at October 31, 2010

$ -

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $1,637,677,232 of which $697,957,467 and $939,719,765 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Overseas Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $126,027,467) - See accompanying schedule:

Unaffiliated issuers (cost $5,979,280,612)

$ 6,218,462,627

 

Fidelity Central Funds (cost $178,076,524)

178,076,524

 

Other affiliated issuers (cost $152,377,915)

203,182,267

 

Total Investments (cost $6,309,735,051)

 

$ 6,599,721,418

Receivable for investments sold

136,276,399

Receivable for fund shares sold

7,122,890

Dividends receivable

15,109,772

Distributions receivable from Fidelity Central Funds

80,022

Other receivables

947,969

Total assets

6,759,258,470

 

 

 

Liabilities

Payable for investments purchased

$ 108,531,107

Payable for fund shares redeemed

2,267,344

Accrued management fee

2,739,436

Other affiliated payables

1,272,757

Other payables and accrued expenses

501,442

Collateral on securities loaned, at value

131,257,696

Total liabilities

246,569,782

 

 

 

Net Assets

$ 6,512,688,688

Net Assets consist of:

 

Paid in capital

$ 7,864,527,445

Undistributed net investment income

85,893,161

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(1,728,566,184)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

290,834,266

Net Assets

$ 6,512,688,688

Overseas:
Net Asset Value
, offering price and redemption price per share ($5,548,689,358 ÷ 175,814,142 shares)

$ 31.56

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($368,004,318 ÷ 11,650,042 shares)

$ 31.59

 

 

 

Class F:
Net Asset Value
, offering price and redemption price per share ($595,995,012 ÷ 18,870,397 shares)

$ 31.58

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends (including $3,060,461 earned from other affiliated issuers)

 

$ 160,786,466

Interest

 

25,831

Income from Fidelity Central Funds

 

6,598,769

Income before foreign taxes withheld

 

167,411,066

Less foreign taxes withheld

 

(12,596,890)

Total income

 

154,814,176

 

 

 

Expenses

Management fee
Basic fee

$ 48,637,860

Performance adjustment

(7,944,328)

Transfer agent fees

15,331,656

Accounting and security lending fees

1,712,692

Custodian fees and expenses

1,207,677

Independent trustees' compensation

39,713

Depreciation in deferred trustee compensation account

(37)

Registration fees

56,697

Audit

113,545

Legal

51,751

Interest

7,829

Miscellaneous

97,194

Total expenses before reductions

59,312,249

Expense reductions

(2,662,088)

56,650,161

Net investment income (loss)

98,164,015

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

160,999,122

Other affiliated issuers

21,634,517

 

Foreign currency transactions

(2,096,186)

Capital gain distributions from Fidelity Central Funds

17,805

Total net realized gain (loss)

 

180,555,258

Change in net unrealized appreciation (depreciation) on:

Investment securities

94,183,082

Assets and liabilities in foreign currencies

666,146

Total change in net unrealized appreciation (depreciation)

 

94,849,228

Net gain (loss)

275,404,486

Net increase (decrease) in net assets resulting from operations

$ 373,568,501

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Overseas Fund
Financial Statements - continued

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 98,164,015

$ 119,329,980

Net realized gain (loss)

180,555,258

(1,003,646,089)

Change in net unrealized appreciation (depreciation)

94,849,228

2,100,809,355

Net increase (decrease) in net assets resulting from operations

373,568,501

1,216,493,246

Distributions to shareholders from net investment income

(108,455,793)

(81,537,156)

Distributions to shareholders from net realized gain

(2,308,848)

-

Total distributions

(110,764,641)

(81,537,156)

Share transactions - net increase (decrease)

(771,649,789)

377,264,123

Redemption fees

54,523

81,713

Total increase (decrease) in net assets

(508,791,406)

1,512,301,926

 

 

 

Net Assets

Beginning of period

7,021,480,094

5,509,178,168

End of period (including undistributed net investment income of $85,893,161 and undistributed net investment income of $98,105,298, respectively)

$ 6,512,688,688

$ 7,021,480,094

Financial Highlights - Overseas

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 30.13

$ 25.43

$ 58.39

$ 47.08

$ 37.65

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)B

  .42

.52

.55

.70

.63

Net realized and unrealized gain (loss)

  1.49

4.55

(27.19)

15.80

9.37

Total from investment operations

  1.91

5.07

(26.64)

16.50

10.00

Distributions from net investment income

  (.47)

(.37)

(.57)

(.55)

(.41)

Distributions from net realized gain

  (.01)

-

(5.75)

(4.64)

(.16)

Total distributions

  (.48)

(.37)

(6.32)

(5.19)

(.57)

Redemption fees added to paid in capitalB,F

  -

-

-

-

-

Net asset value, end of period

$ 31.56

$ 30.13

$ 25.43

$ 58.39

$ 47.08

Total ReturnA

  6.33%

20.44%

(50.88)%

38.79%

26.83%

Ratios to Average Net AssetsC,E

 

 

 

 

 

Expenses before reductions

  .89%

1.02%

1.13%

.95%

1.00%

Expenses net of fee waivers, if any

  .89%

1.02%

1.13%

.95%

1.00%

Expenses net of all reductions

  .85%

.98%

1.10%

.91%

.90%

Net investment income (loss)

  1.41%

2.01%

1.33%

1.43%

1.43%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 5,548,689

$ 6,602,017

$ 5,464,901

$ 9,543,353

$ 7,217,287

Portfolio turnover rateD

  111%

115%

113%

87%

132%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class K

Years ended October 31,

2010

2009

2008G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 30.16

$ 25.45

$ 45.00

Income from Investment Operations

 

 

 

Net investment income (loss)D

  .47

.59

.13

Net realized and unrealized gain (loss)

  1.50

4.54

(19.68)

Total from investment operations

  1.97

5.13

(19.55)

Distributions from net investment income

  (.53)

(.42)

-

Distributions from net realized gain

  (.01)

-

-

Total distributions

  (.54)

(.42)

-

Redemption fees added to paid in capitalD,I

  -

-

-

Net asset value, end of period

$ 31.59

$ 30.16

$ 25.45

Total ReturnB,C

  6.55%

20.73%

(43.44)%

Ratios to Average Net AssetsE,H

 

 

 

Expenses before reductions

  .69%

.78%

.96%A

Expenses net of fee waivers, if any

  .69%

.78%

.96%A

Expenses net of all reductions

  .66%

.74%

.93%A

Net investment income (loss)

  1.60%

2.25%

1.08%A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 368,004

$ 383,048

$ 44,277

Portfolio turnover rateF

  111%

115%

113%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

Financial Highlights - Class F

Years ended October 31,

2010

2009G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 30.15

$ 26.62

Income from Investment Operations

 

 

Net investment income (loss)D

  .48

.07

Net realized and unrealized gain (loss)

  1.51

3.46

Total from investment operations

  1.99

3.53

Distributions from net investment income

  (.55)

-

Distributions from net realized gain

  (.01)

-

Total distributions

  (.56)

-

Redemption fees added to paid in capitalD,I

  -

-

Net asset value, end of period

$ 31.58

$ 30.15

Total ReturnB,C

  6.60%

13.26%

Ratios to Average Net AssetsE,H

 

 

Expenses before reductions

  .64%

.68%A

Expenses net of fee waivers, if any

  .64%

.68%A

Expenses net of all reductions

  .60%

.64%A

Net investment income (loss)

  1.66%

.70%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 595,995

$ 36,415

Portfolio turnover rateF

  111%

115%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Overseas Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Overseas, Class K, and Class F shares each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class F shares of the Fund are only available for purchase by mutual funds for which Fidelity Management & Research Company (FMR) or an affiliate serves as investment manager. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by FMR and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

Investments in open-end mutual funds,including Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to short-term capital gain distributions from the Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 680,769,014

Gross unrealized depreciation

(481,671,593)

Net unrealized appreciation (depreciation)

$ 199,097,421

 

 

Tax Cost

$ 6,400,623,997

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 86,052,773

Capital loss carryforward

$ (1,637,677,232)

Net unrealized appreciation (depreciation)

$ 199,945,316

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 110,764,641

$ 81,537,156

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $7,369,512,168 and $8,098,799,007, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment(up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of Overseas as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .59% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of Overseas. FIIOC receives an asset-based fee of Class K's average net assets. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Overseas

15,119,234

.25

Class K

212,422

.05

 

$ 15,331,656

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $7,413 for the period.

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average
Interest Rate

Interest
Expense

Borrower

$ 22,768,107

.44%

$ 7,829

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $27,318 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $6,382,864. During the period, there were no securities loaned to FCM.

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $2,661,854 for the period. In addition, through arrangements with the Fund's custodian credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $234.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009A

From net investment income

 

 

Overseas

$ 100,374,591

$ 78,759,447

Class K

6,711,130

2,777,709

Class F

1,370,072

-

Total

$ 108,455,793

$ 81,537,156

From net realized gain

 

 

Overseas

$ 2,158,312

$ -

Class K

126,111

-

Class F

24,425

-

Total

$ 2,308,848

$ -

A Distributions to shareholders for Class F are for the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

Annual Report

Notes to Financial Statements - continued

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009A

2010

2009A

Overseas

 

 

 

 

Shares sold

36,113,789

47,857,124

$ 1,067,886,397

$ 1,179,178,777

Conversion to Class KB

-

(11,269,934)

-

(265,380,751)

Reinvestment of distributions

3,238,247

3,481,434

101,747,555

78,089,426

Shares redeemed

(82,678,886)

(35,803,556)

(2,430,908,864)

(910,091,016)

Net increase (decrease)

(43,326,850)

4,265,068

($ 1,261,274,912)

$ 81,796,436

Class K

 

 

 

 

Shares sold

5,090,117

2,178,017

$ 151,156,491

$ 56,176,528

Conversion from OverseasB

-

11,270,235

-

265,380,751

Reinvestment of distributions

217,803

123,950

6,837,242

2,777,709

Shares redeemed

(6,358,836)

(2,610,676)

(189,093,826)

(67,054,987)

Net increase (decrease)

(1,050,916)

10,961,526

($ 31,100,093)

$ 257,280,001

Class F

 

 

 

 

Shares sold

22,173,982

1,220,610

$ 652,570,206

$ 38,599,366

Reinvestment of distributions

44,465

-

1,394,498

-

Shares redeemed

(4,555,729)

(12,931)

(133,239,488)

(411,680)

Net increase (decrease)

17,662,718

1,207,679

$ 520,725,216

$ 38,187,686

A Share transactions for Class F are for the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

B Conversion transactions for class K and Overseas are presented for the period November 1, 2008 through August 31, 2009.

11. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

The Fidelity Freedom Funds and Fidelity Freedom K® Funds were the owners of record, in the aggregate, of approximately 52% of the total outstanding shares of the Fund.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity Overseas Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Overseas Fund (a fund of Fidelity Investment Trust) at October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Overseas Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 17, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs each fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee each fund's activities, review contractual arrangements with companies that provide services to each fund, oversee management of the risks associated with such activities and contractual arrangements, and review each fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Members hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund's are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

Trustees and Officers - continued

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-835-5092.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trusts or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and speciality chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Annual Report

Trustees and Officers - continued

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer, and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Overseas Fund voted to pay on December 6, 2010 to shareholders of record at the opening of business on December 3, 2010, the following distributions per share derived from capital gains realized from sales of portfolio securities and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Class K

12/06/10

12/03/10

$0.553

$0.000

A percentage of the dividends distributed during the fiscal year for the following fund may be taken into account as a dividend for purposes of the maximum rate under section 1(h) (11) of the Internal Revenue Code:

 

Ex Date

 

Class K

12/04/2009

100%

Class K

12/30/2009

100%

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Class K

12/07/09

$0.493

$0.0394

Class K

12/31/09

$0.009

$0.000

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Overseas Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class (except Class F), as well as the fund's relative investment performance for each class (except Class F) measured over multiple periods against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, the cumulative total returns of Class K and the retail class of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. (Class F of the fund had less than one year of performance as of December 31, 2009.) The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Fidelity Overseas Fund

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The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class of the fund (the class with the longer performance record) was in the fourth quartile for the one-year period and the third quartile for the three- and five-year periods. The Board also noted that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board discussed with FMR actions that have been taken by FMR to improve the fund's disappointing performance relative to its peer group and benchmark. The Board noted that this fund had underperformed in the previous year and discussed with FMR its disappointment with the continued underperformance of the fund. The Board also reviewed the fund's performance since inception as well as performance in the current year. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 15% means that 85% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Fidelity Overseas Fund

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The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each class ranked below its competitive median for the period.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Annual Report

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your workplace benefits (including your workplace savings plan, investments, and additional services) via your telephone or PC. You can access your plan and account information and research your investments 24 hours a day.

By Phone

Fidelity provides a single toll-free number to access plan information, account balances, positions, and quotes*. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

(phone_graphic)

Fidelity Workplace Investing
1-800-835-5092

By PC

Fidelity's web site on the Internet provides a wide range of information, including plan information, daily financial news, fund performance, interactive planning tools, and news about Fidelity products and services.

(computer_graphic)

Fidelity's Web Site
www.401k.com

* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

Annual Report

To Write Fidelity

We'll give your correspondence immediate attention and send you written confirmation upon completion of your request.

(letter_graphic)

For Non-Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

(letter_graphic)

For Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.
Fidelity Management & Research (U.K.) Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

Fidelity Research & Analysis Company
FIL Investment Advisors
FIL Investment Advisors (U.K.) Ltd.
FIL Investments (Japan) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

JPMorgan Chase Bank
New York, NY

OVE-K-UANN-1210
1.863317.102

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(Fidelity Investment logo)(registered trademark)

Fidelity AdvisorSM
Worldwide Fund
Class A, Class T, Class B, and Class C

Annual Report

October 31, 2010

Class A, Class T, Class B, and Class C are
classes of Fidelity® Worldwide Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Managers' review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10 years

  Class A (incl. 5.75% sales charge) A

11.07%

3.61%

3.53%

  Class T (incl. 3.50% sales charge) B

13.41%

4.01%

3.73%

  Class B (incl. contingent deferred sales charge) C

11.92%

4.27%

4.02%

  Class C (incl. contingent deferred sales charge) D

15.94%

4.58%

4.02%

A Class A shares bear a 0.25% 12b-1 fee. The initial offering of Class A took place on February 19, 2009. Returns prior to February 19, 2009 are those of Fidelity Worldwide Fund, the original class of the fund, which does not bear a 12b-1 fee. Had Class A shares' 12b-1 fee been reflected, returns prior to February 19, 2009 would have been lower.

B Class T shares bear a 0.50% 12b-1 fee. The initial offering of Class T took place on February 19, 2009. Returns prior to February 19, 2009 are those of Fidelity Worldwide Fund, the original class of the fund, which does not bear a 12b-1 fee. Had Class T shares' 12b-1 fee been reflected, returns prior to February 19, 2009 would have been lower.

C Class B shares bear a 1.00% 12b-1 fee. The initial offering of Class B took place on February 19, 2009. Returns prior to February 19, 2009 are those of Fidelity Worldwide Fund, the original class of the fund, which does not bear a 12b-1 fee. Had Class B shares' 12b-1 fee been reflected, returns prior to February 19, 2009 would have been lower. Class B shares' contingent deferred sales charges included in the past one year, past five years, and past ten years total return figures are 5%, 2%, and 0%, respectively.

D Class C shares bear a 1.00% 12b-1 fee. The initial offering of Class C took place on February 19, 2009. Returns prior to February 19, 2009 are those of Fidelity Worldwide Fund, the original class of the fund, which does not bear a 12b-1 fee. Had Class C shares' 12b-1 fee been reflected, returns prior to February 19, 2009 would have been lower. Class C shares' contingent deferred sales charges included in the past one year, past five years, and past ten years total return figures are 1%, 0%, and 0%, respectively.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Advisor Worldwide Fund - Class A, a class of the fund, on October 31, 2000, and the current 5.75% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the MSCI® World Index performed over the same period. The initial offering of Class A took place on February 19, 2009. See above for additional information regarding the performance of Class A.

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Annual Report

Management's Discussion of Fund Performance

Market Recap: Developed-markets equities rode a wave of volatility during the 12 months ending October 31, 2010, en route to producing above-average gains. Stocks posted solid advances in the first half of the period, despite growing concerns about the Greece-led European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel developed-world stocks about 18%. For the full year, the MSCI® World Index gained 13.15%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and the United States were standouts, returning 23% and 17%, respectively. U.S. stocks - which comprised almost half of the index - were lifted by economic optimism, encouraging earnings reports and a wave of corporate mergers. The Pacific Basin ex-Japan segment rose 15% for the period, aided in part by solid results from Hong Kong. Elsewhere, the U.K. returned 13%, while the remainder of Europe rose just 7%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan advanced only 5%, a result of that nation's continued weak economy.

Comments from William Kennedy, Lead Portfolio Manager of Fidelity AdvisorSM Worldwide Fund and manager of its non-U.S. equity subportfolio, and Stephen DuFour, Co-Portfolio Manager responsible for the fund's U.S. equity subportfolio: For the 12 months ending October 31, 2010, the fund's Class A, Class T, Class B and Class C shares returned 17.85%, 17.53%, 16.92% and 16.94% (excluding sales charge), outpacing the MSCI index. Our focus on reasonably valued stocks with good balance sheets and strong earnings growth prospects helped drive favorable stock selection, especially in the information technology and industrials sectors. U.S. stocks - about 47% of assets, on average - had the biggest positive impact on performance. Good stock picking within strong-performing emerging markets, where the fund had a small out-of-benchmark stake, also contributed, as did favorable positioning in Europe and Japan. Weak security selection and an underweighting in Canada - along with the associated currency drag - disappointing stock selection in energy and a small cash position hampered performance Individual contributors included Cummins, a leading diesel engine manufacturer, and Union Pacific, a West Coast railroad company. Both of these industrials firms benefited from a recovering economy. Within technology, Apple was up sharply, thanks to the successful launch of the iPad and worldwide growth of the iPhone. Untimely ownership of both General Electric, a diversified conglomerate in the industrials sector, and coal company Peabody Energy detracted from results. These stocks were sold from the fund by period end

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity Worldwide Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010
to October 31, 2010

Class A

1.42%

 

 

 

Actual

 

$ 1,000.00

$ 1,044.80

$ 7.32

HypotheticalA

 

$ 1,000.00

$ 1,018.05

$ 7.22

Class T

1.68%

 

 

 

Actual

 

$ 1,000.00

$ 1,043.60

$ 8.65

HypotheticalA

 

$ 1,000.00

$ 1,016.74

$ 8.54

Class B

2.17%

 

 

 

Actual

 

$ 1,000.00

$ 1,040.70

$ 11.16

HypotheticalA

 

$ 1,000.00

$ 1,014.27

$ 11.02

Class C

2.17%

 

 

 

Actual

 

$ 1,000.00

$ 1,040.80

$ 11.16

HypotheticalA

 

$ 1,000.00

$ 1,014.27

$ 11.02

Worldwide

1.11%

 

 

 

Actual

 

$ 1,000.00

$ 1,045.80

$ 5.72

HypotheticalA

 

$ 1,000.00

$ 1,019.61

$ 5.65

Institutional Class

1.18%

 

 

 

Actual

 

$ 1,000.00

$ 1,045.80

$ 6.08

HypotheticalA

 

$ 1,000.00

$ 1,019.26

$ 6.01

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Fidelity Worldwide Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

fid249

United States of America

47.3%

 

fid251

United Kingdom

10.6%

 

fid253

Japan

6.1%

 

fid255

Germany

4.5%

 

fid257

France

4.4%

 

fid259

Switzerland

3.9%

 

fid261

Spain

1.9%

 

fid263

Denmark

1.9%

 

fid265

India

1.7%

 

fid267

Other

17.7%

 

fid397

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

fid249

United States of America

50.2%

 

fid251

United Kingdom

9.8%

 

fid253

Japan

9.1%

 

fid255

France

4.7%

 

fid257

Switzerland

3.6%

 

fid259

Germany

3.3%

 

fid261

Netherlands

1.8%

 

fid263

Australia

1.5%

 

fid265

Spain

1.4%

 

fid267

Other

14.6%

 

fid409

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

98.2

98.6

Bonds

0.2

0.0

Short-Term Investments and Net Other Assets

1.6

1.4

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Union Pacific Corp. (United States of America, Road & Rail)

2.7

2.7

Cummins, Inc. (United States of America, Machinery)

2.3

2.2

Exxon Mobil Corp. (United States of America, Oil, Gas & Consumable Fuels)

2.0

0.0

Estee Lauder Companies, Inc. Class A (United States of America, Personal Products)

1.9

0.9

Google, Inc. Class A (United States of America, Internet Software & Services)

1.8

0.0

Apple, Inc. (United States of America, Computers & Peripherals)

1.8

2.3

Perrigo Co. (United States of America, Pharmaceuticals)

1.5

0.4

Edwards Lifesciences Corp. (United States of America, Health Care Equipment & Supplies)

1.3

0.6

eBay, Inc. (United States of America, Internet Software & Services)

1.3

0.0

CSX Corp. (United States of America, Road & Rail)

1.3

0.9

 

17.9

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Industrials

17.0

15.8

Consumer Discretionary

17.1

16.7

Information Technology

15.6

15.2

Financials

13.5

18.9

Health Care

10.3

10.3

Energy

8.4

8.8

Consumer Staples

7.0

5.6

Materials

6.3

4.6

Telecommunication Services

3.0

1.9

Utilities

0.2

0.8

Annual Report

Fidelity Worldwide Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 96.8%

Shares

Value

Australia - 1.5%

Australia & New Zealand Banking Group Ltd.

244,941

$ 5,953,320

JB Hi-Fi Ltd.

75,078

1,462,177

Macquarie Group Ltd.

78,951

2,799,865

Newcrest Mining Ltd.

70,629

2,764,900

Wesfarmers Ltd.

61,452

1,995,076

Westfield Group unit

128,519

1,558,687

TOTAL AUSTRALIA

16,534,025

Bailiwick of Jersey - 0.3%

Experian PLC

201,300

2,339,830

Informa PLC

111,595

779,533

TOTAL BAILIWICK OF JERSEY

3,119,363

Belgium - 0.6%

Anheuser-Busch InBev SA NV

98,425

6,167,699

EVS Broadcast Equipment SA

13,200

828,358

TOTAL BELGIUM

6,996,057

Bermuda - 0.5%

Huabao International Holdings Ltd.

1,495,000

2,252,746

Li & Fung Ltd.

258,000

1,363,019

Noble Group Ltd.

1,474,363

2,118,763

Sihuan Pharmaceutical Holdings Group Ltd.

53,000

38,496

TOTAL BERMUDA

5,773,024

Brazil - 1.0%

Banco ABC Brasil SA

60,000

591,112

Banco Santander (Brasil) SA ADR

102,900

1,481,760

Cia Hering SA

4,000

196,920

Diagnosticos da America SA

135,000

1,666,471

Drogasil SA

85,300

2,157,571

Hypermarcas SA (a)

13,000

213,967

Lojas Renner SA

7,000

276,511

Natura Cosmeticos SA

7,000

200,388

Souza Cruz Industria Comerico

85,300

4,382,832

TOTAL BRAZIL

11,167,532

British Virgin Islands - 0.7%

HLS Systems International Ltd. (a)

67,343

851,216

Playtech Ltd.

200,359

1,437,301

UTI Worldwide, Inc.

303,000

5,823,660

TOTAL BRITISH VIRGIN ISLANDS

8,112,177

Canada - 1.5%

Agrium, Inc.

20,000

1,769,193

Dollarama, Inc.

72,209

1,903,106

First Quantum Minerals Ltd.

13,800

1,208,430

InterOil Corp. (a)

13,400

953,812

Keyera Facilities Income Fund

99,000

3,072,213

Niko Resources Ltd.

26,700

2,547,220

Open Text Corp. (a)

41,800

1,849,217

 

Shares

Value

Pan American Silver Corp.

45,500

$ 1,452,360

Petrobank Energy & Resources Ltd. (a)

46,800

1,862,547

TOTAL CANADA

16,618,098

Cayman Islands - 1.5%

Belle International Holdings Ltd.

505,000

912,111

Bosideng International Holdings Ltd.

4,572,000

2,312,174

China Lodging Group Ltd. ADR

36,400

884,884

Ctrip.com International Ltd. sponsored ADR (a)

27,200

1,416,304

Eurasia Drilling Co. Ltd. GDR (d)

27,400

698,700

Evergreen International Holdings Ltd. (a)

58,000

34,420

Hengdeli Holdings Ltd.

4,104,000

2,276,691

Herbalife Ltd.

26,000

1,660,360

Mongolian Mining Corp.

1,526,000

1,651,752

Perfect World Co. Ltd. sponsored ADR Class B (a)

50,200

1,626,480

Shenguan Holdings Group Ltd.

1,148,000

1,495,862

TPK Holdings Co.

3,000

49,502

Want Want China Holdings Ltd.

2,043,000

1,884,528

TOTAL CAYMAN ISLANDS

16,903,768

China - 0.6%

Baidu.com, Inc. sponsored ADR (a)

17,900

1,969,179

China Merchants Bank Co. Ltd. (H Shares)

1,000,500

2,839,671

Comba Telecom Systems Holdings Ltd.

408,980

464,315

Minth Group Ltd.

238,000

445,218

Zhaojin Mining Industry Co. Ltd. (H Shares)

255,500

794,394

ZTE Corp. (H Shares)

128,376

476,985

TOTAL CHINA

6,989,762

Cyprus - 0.0%

Aisi Realty Public Ltd. (a)

1,232,268

34,550

Denmark - 1.9%

Carlsberg AS Series B

37,700

4,122,371

Novo Nordisk AS Series B

94,116

9,880,512

Pandora A/S

41,900

2,032,804

William Demant Holding AS (a)

58,200

4,362,475

TOTAL DENMARK

20,398,162

Egypt - 0.1%

Orascom Construction Industries SAE GDR

24,600

1,138,980

France - 4.4%

Accor SA

39,500

1,619,463

Atos Origin SA (a)

65,745

3,039,452

AXA SA

119,037

2,166,493

BNP Paribas SA

53,888

3,940,328

Carrefour SA

53,867

2,906,687

Compagnie Generale de Geophysique SA (a)

58,200

1,359,134

Edenred (a)

59,000

1,235,538

Essilor International SA

30,396

2,029,291

Common Stocks - continued

Shares

Value

France - continued

GDF Suez

41,100

$ 1,640,169

Iliad Group SA

27,158

3,057,130

LVMH Moet Hennessy - Louis Vuitton

42,788

6,703,907

Pernod-Ricard SA

21,114

1,871,741

PPR SA

36,550

5,991,013

Sanofi-Aventis

15,104

1,057,944

Schneider Electric SA

32,065

4,550,918

Societe Generale Series A

64,751

3,876,457

Unibail-Rodamco

6,389

1,330,829

TOTAL FRANCE

48,376,494

Germany - 3.1%

Bayerische Motoren Werke AG (BMW)

121,009

8,673,149

Fresenius Medical Care AG & Co. KGaA

53,500

3,407,237

GEA Group AG

110,697

2,894,211

HeidelbergCement AG

11,766

615,334

Kabel Deutschland Holding AG

68,500

3,083,895

MAN SE

45,742

5,028,169

Metro AG

23,500

1,646,725

PSI AG

69,000

1,515,999

Siemens AG

59,514

6,797,107

Software AG (Bearer)

6,000

840,714

TOTAL GERMANY

34,502,540

Greece - 0.1%

Coca-Cola Hellenic Bottling Co. SA

36,300

939,479

Hong Kong - 0.9%

AIA Group Ltd.

543,200

1,615,321

Henderson Land Development Co. Ltd.

204,232

1,450,472

I.T Ltd.

1,134,000

956,795

Techtronic Industries Co. Ltd.

3,575,500

3,621,051

Wharf Holdings Ltd.

264,000

1,733,604

TOTAL HONG KONG

9,377,243

India - 1.7%

Adani Enterprises Ltd.

108,277

1,720,829

Gitanjali Gems Ltd.

135,298

904,886

Housing Development Finance Corp. Ltd.

81,615

1,266,252

IndusInd Bank Ltd.

112,500

669,036

INFO Edge India Ltd.

36,696

563,252

Infrastructure Development Finance Co. Ltd.

329,354

1,486,458

Larsen & Toubro Ltd.

57,646

2,637,215

LIC Housing Finance Ltd.

108,161

3,271,184

Reliance Industries Ltd.

74,372

1,839,375

Rural Electrification Corp. Ltd.

149,130

1,247,040

Shriram Transport Finance Co. Ltd.

33,464

665,430

State Bank of India

11,744

834,758

The Jammu & Kashmir Bank Ltd.

30,114

618,551

Titan Industries Ltd.

8,771

702,897

TOTAL INDIA

18,427,163

 

Shares

Value

Indonesia - 0.4%

PT Bank Rakyat Indonesia Tbk

1,171,000

$ 1,493,638

PT Tower Bersama Infrastructure Tbk

514,500

146,794

PT XL Axiata Tbk (a)

3,712,000

2,388,137

TOTAL INDONESIA

4,028,569

Ireland - 0.3%

Ingersoll-Rand Co. Ltd.

39,200

1,540,952

James Hardie Industries NV unit (a)

206,041

1,087,961

Ryanair Holdings PLC sponsored ADR

17,000

554,710

TOTAL IRELAND

3,183,623

Israel - 0.1%

Israel Chemicals Ltd.

81,400

1,245,073

Italy - 0.7%

Intesa Sanpaolo SpA

304,069

1,069,377

Intesa Sanpaolo SpA (Risparmio Shares)

347,700

952,616

Prysmian SpA

75,500

1,463,409

Saipem SpA

102,206

4,540,910

TOTAL ITALY

8,026,312

Japan - 6.1%

ABC-Mart, Inc.

84,500

2,874,071

Asics Corp.

155,000

1,673,854

Canon, Inc.

72,250

3,325,904

Cosmos Pharmaceutical Corp.

29,500

928,588

Denso Corp.

86,400

2,686,876

Don Quijote Co. Ltd.

53,400

1,459,259

eAccess Ltd.

1,324

965,811

Fast Retailing Co. Ltd.

4,800

628,758

Goldcrest Co. Ltd.

8,680

187,364

Honda Motor Co. Ltd.

94,600

3,410,215

JSR Corp.

126,300

2,186,354

Keyence Corp.

10,400

2,578,352

Komatsu Ltd.

99,000

2,419,702

Mazda Motor Corp.

807,000

2,050,949

Misumi Group, Inc.

46,300

992,513

Mitsubishi Corp.

107,700

2,586,919

Mitsubishi UFJ Financial Group, Inc.

691,500

3,209,254

Mitsui & Co. Ltd.

120,900

1,901,444

Mizuho Financial Group, Inc.

985,000

1,428,564

Nichi-iko Pharmaceutical Co. Ltd.

64,000

2,257,139

Nintendo Co. Ltd.

4,700

1,217,783

Omron Corp.

75,900

1,761,914

ORIX Corp.

66,920

6,104,048

Osaka Securities Exchange Co. Ltd.

101

508,326

Rakuten, Inc.

4,389

3,381,608

Ricoh Co. Ltd.

164,000

2,294,133

Sawai Pharmaceutical Co. Ltd.

9,100

794,992

SOFTBANK CORP.

220,500

7,081,363

Sony Financial Holdings, Inc.

381

1,325,711

Common Stocks - continued

Shares

Value

Japan - continued

Start Today Co. Ltd.

392

$ 1,219,307

Sumitomo Mitsui Financial Group, Inc.

63,100

1,883,393

TOTAL JAPAN

67,324,468

Korea (South) - 0.8%

Hyundai Motor Co.

10,383

1,569,684

Kia Motors Corp.

57,390

2,291,517

NCsoft Corp.

5,052

1,111,934

NHN Corp. (a)

6,568

1,165,243

Samsung Electronics Co. Ltd.

1,927

1,276,669

Shinhan Financial Group Co. Ltd.

22,350

865,578

TOTAL KOREA (SOUTH)

8,280,625

Luxembourg - 0.1%

Millicom International Cellular SA

15,000

1,419,000

Mauritius - 0.2%

MakeMyTrip Ltd.

48,400

1,749,660

Mexico - 0.2%

Wal-Mart de Mexico SA de CV Series V

831,200

2,273,425

Netherlands - 1.5%

AEGON NV (a)

192,700

1,220,981

CNH Global NV (a)

29,000

1,151,010

Gemalto NV

38,267

1,742,229

ING Groep NV (Certificaten Van Aandelen) unit (a)

279,400

2,988,464

Koninklijke Philips Electronics NV

124,481

3,796,006

LyondellBasell Industries NV Class A (a)

203,000

5,452,580

Randstad Holdings NV (a)

10,195

485,155

TOTAL NETHERLANDS

16,836,425

Norway - 0.8%

Aker Solutions ASA

102,200

1,555,858

DnB NOR ASA

278,200

3,817,398

Telenor ASA

83,600

1,347,605

Yara International ASA

33,200

1,745,191

TOTAL NORWAY

8,466,052

Poland - 0.1%

Eurocash SA

106,300

977,025

Qatar - 0.1%

Commercial Bank of Qatar GDR (Reg. S)

279,659

1,281,444

Singapore - 0.2%

Keppel Corp. Ltd.

234,000

1,804,311

South Africa - 1.1%

African Rainbow Minerals Ltd.

33,000

841,883

AngloGold Ashanti Ltd. sponsored ADR

44,700

2,105,817

Clicks Group Ltd.

425,706

2,777,248

Mr Price Group Ltd.

201,100

1,827,542

Sanlam Ltd.

389,600

1,460,503

 

Shares

Value

Standard Bank Group Ltd.

72,700

$ 1,072,071

Woolworths Holdings Ltd.

542,336

2,125,199

TOTAL SOUTH AFRICA

12,210,263

Spain - 1.9%

Antena 3 Television SA

118,200

1,207,205

Banco Bilbao Vizcaya Argentaria SA

227,085

2,990,962

Banco Santander SA

477,562

6,128,223

Gestevision Telecinco SA

125,500

1,600,631

Inditex SA (c)

21,397

1,786,669

Prosegur Compania de Seguridad SA (Reg.)

25,800

1,545,829

Telefonica SA

197,595

5,338,170

TOTAL SPAIN

20,597,689

Sweden - 0.9%

Elekta AB (B Shares)

119,900

4,536,446

H&M Hennes & Mauritz AB (B Shares)

72,098

2,540,091

Modern Times Group MTG AB (B Shares)

32,200

2,308,881

TOTAL SWEDEN

9,385,418

Switzerland - 3.9%

Adecco SA (Reg.)

13,014

727,150

Compagnie Financiere Richemont SA Series A

38,215

1,905,412

Credit Suisse Group

34,493

1,427,527

Kuehne & Nagel International AG

10,620

1,313,002

Lonza Group AG

18,865

1,651,059

Nestle SA

155,400

8,509,229

Novartis AG

145,299

8,416,456

Partners Group Holding

9,538

1,744,136

Schindler Holding AG (participation certificate)

12,684

1,359,437

Sonova Holding AG Class B

11,956

1,384,654

Syngenta AG sponsored ADR

75,000

4,153,500

The Swatch Group AG (Bearer)

9,810

3,748,200

UBS AG (a)

192,640

3,271,483

Zurich Financial Services AG

13,722

3,358,185

TOTAL SWITZERLAND

42,969,430

Taiwan - 0.3%

HTC Corp.

126,150

2,848,216

Thailand - 0.2%

Bangkok Bank Public Co. Ltd. (For. Reg.)

467,000

2,409,870

Turkey - 0.4%

Boyner Buyuk Magazacilik AS (a)

386,000

898,864

Dogus Otomotiv Servis ve Ticaret AS (a)

158,000

1,189,709

Turkiye Garanti Bankasi AS

371,000

2,276,232

TOTAL TURKEY

4,364,805

United Kingdom - 10.6%

Aberdeen Asset Management PLC

653,342

1,861,125

Aegis Group PLC

684,232

1,377,977

Anglo American PLC (United Kingdom)

87,218

4,063,532

AstraZeneca PLC (United Kingdom)

98,174

4,937,722

Common Stocks - continued

Shares

Value

United Kingdom - continued

Barclays PLC

1,108,831

$ 4,872,084

BG Group PLC

45,448

885,060

BHP Billiton PLC

293,276

10,388,003

BP PLC

1,345,000

9,141,048

British American Tobacco PLC (United Kingdom)

17,600

670,411

British Land Co. PLC

128,755

1,051,021

Britvic PLC

295,400

2,283,079

Burberry Group PLC

132,500

2,163,183

Carphone Warehouse Group PLC

852,279

4,157,883

Cookson Group PLC (a)

82,570

681,291

Dialog Semiconductor PLC (a)

25,000

456,048

GlaxoSmithKline PLC

343,200

6,701,011

HSBC Holdings PLC (United Kingdom)

643,709

6,698,656

IG Group Holdings PLC

354,329

3,000,232

InterContinental Hotel Group PLC

115,278

2,226,098

International Personal Finance PLC

517,515

2,578,615

International Power PLC

213,071

1,424,544

Legal & General Group PLC

996,089

1,602,268

Lloyds Banking Group PLC (a)

2,775,954

3,050,734

Micro Focus International PLC

116,800

714,467

Ocado Group PLC (a)

898,900

2,011,921

Reckitt Benckiser Group PLC

77,341

4,325,764

Rio Tinto PLC

81,540

5,295,383

Royal Dutch Shell PLC Class B

323,756

10,359,427

Schroders PLC

85,800

2,170,564

SuperGroup PLC

11,000

199,147

TalkTalk Telecom Group PLC (a)

964,758

2,038,761

Ultra Electronics Holdings PLC

32,400

966,039

Vodafone Group PLC

1,916,500

5,238,297

Vodafone Group PLC sponsored ADR

47,212

1,298,802

Wolseley PLC (a)

75,760

2,018,531

Xstrata PLC

173,300

3,358,208

TOTAL UNITED KINGDOM

116,266,936

United States of America - 45.5%

Amazon.com, Inc. (a)

47,800

7,893,692

Ameriprise Financial, Inc.

110,000

5,685,900

AMETEK, Inc.

85,000

4,594,250

Anadarko Petroleum Corp.

156,000

9,604,920

AnnTaylor Stores Corp. (a)

61,000

1,421,300

Apple, Inc. (a)

64,600

19,436,202

Ardea Biosciences, Inc. (a)

33,058

704,797

AsiaInfo Holdings, Inc. (a)

39,100

868,802

Autoliv, Inc.

38,000

2,709,400

Berkshire Hathaway, Inc. Class B (a)

134,000

10,661,040

BioMarin Pharmaceutical, Inc. (a)

124,000

3,243,840

Broadcom Corp. Class A

140,000

5,703,600

C.H. Robinson Worldwide, Inc.

66,000

4,651,680

Caterpillar, Inc.

86,000

6,759,600

Celanese Corp. Class A

18,000

641,700

CF Industries Holdings, Inc.

15,200

1,862,456

Chevron Corp.

102,000

8,426,220

 

Shares

Value

Citi Trends, Inc. (a)

53,000

$ 1,111,940

Citrix Systems, Inc. (a)

82,000

5,253,740

Cloud Peak Energy, Inc.

137,000

2,379,690

Cognizant Technology Solutions Corp. Class A (a)

161,000

10,495,590

CSX Corp.

224,000

13,764,800

Cummins, Inc.

287,000

25,284,700

Danaher Corp.

13,000

563,680

Eaton Corp.

83,000

7,372,890

eBay, Inc. (a)

476,000

14,189,560

Echo Global Logistics, Inc.

25,000

355,000

Edwards Lifesciences Corp. (a)

228,000

14,571,480

Elizabeth Arden, Inc. (a)

44,547

910,986

Emerson Electric Co.

169,000

9,278,100

Endo Pharmaceuticals Holdings, Inc. (a)

179,000

6,576,460

EnerSys (a)

30,000

790,800

Estee Lauder Companies, Inc. Class A

288,000

20,496,960

Exxon Mobil Corp.

331,000

22,001,570

Ford Motor Co. (a)

180,000

2,543,400

Fossil, Inc. (a)

105,900

6,247,041

Freeport-McMoRan Copper & Gold, Inc.

92,300

8,738,964

G-III Apparel Group Ltd. (a)

147,600

3,896,640

Google, Inc. Class A (a)

33,000

20,228,670

Greenbrier Companies, Inc. (a)

81,000

1,474,200

Hess Corp.

51,000

3,214,530

HMS Holdings Corp. (a)

30,000

1,803,300

Holly Corp.

33,000

1,080,090

Illumina, Inc. (a)

16,800

912,408

ImmunoGen, Inc. (a)

45,523

374,199

Informatica Corp. (a)

109,970

4,474,679

iRobot Corp. (a)

194,000

4,050,720

Isilon Systems, Inc. (a)

48,000

1,366,560

Jos. A. Bank Clothiers, Inc. (a)

190,500

8,305,800

Juniper Networks, Inc. (a)

69,000

2,234,910

M.D.C. Holdings, Inc.

25,000

643,750

Mako Surgical Corp. (a)(c)

155,300

1,674,134

MasterCard, Inc. Class A

5,000

1,200,300

Micromet, Inc. (a)

100,000

749,000

MIPS Technologies, Inc. (a)

330,000

4,851,000

Molycorp, Inc. (c)

34,000

1,203,600

NetApp, Inc. (a)

15,000

798,750

Neurocrine Biosciences, Inc. (a)

27,895

227,065

NII Holdings, Inc. (a)

101,200

4,231,172

NIKE, Inc. Class B

32,000

2,606,080

Oil States International, Inc. (a)

72,000

3,680,640

OpenTable, Inc. (a)

7,000

429,450

Oracle Corp.

291,000

8,555,400

PACCAR, Inc.

72,000

3,690,720

Perrigo Co.

252,000

16,601,760

Phillips-Van Heusen Corp.

149,900

9,194,866

Precision Castparts Corp.

27,000

3,687,660

Prestige Brands Holdings, Inc. (a)

179,000

1,924,250

Public Storage

32,000

3,175,040

Common Stocks - continued

Shares

Value

United States of America - continued

QUALCOMM, Inc.

215,000

$ 9,702,950

Red Hat, Inc. (a)

38,000

1,605,880

Riverbed Technology, Inc. (a)

42,000

2,416,680

Roper Industries, Inc.

20,000

1,388,600

Ross Stores, Inc.

15,000

884,850

Salesforce.com, Inc. (a)

31,055

3,604,554

Sapient Corp.

95,000

1,250,200

Skyworks Solutions, Inc. (a)

544,000

12,463,040

Solera Holdings, Inc.

20,000

961,000

Southwest Airlines Co.

549,000

7,554,240

Stericycle, Inc. (a)

28,000

2,008,720

Steven Madden Ltd. (a)

21,000

888,300

Summer Infant, Inc. (a)

50,000

400,000

Susser Holdings Corp. (a)

5,000

68,350

SVB Financial Group (a)

72,730

3,152,118

Targacept, Inc. (a)

53,000

1,312,280

Tenneco, Inc. (a)

37,000

1,206,940

The Mosaic Co.

20,900

1,529,044

Theravance, Inc. (a)

137,000

2,792,060

Titan International, Inc. (c)

119,000

1,805,230

TJX Companies, Inc.

20,000

917,800

TRW Automotive Holdings Corp. (a)

44,000

2,010,360

Union Pacific Corp.

337,600

29,600,776

United Therapeutics Corp. (a)

12,600

756,000

Vera Bradley, Inc. (a)

1,100

30,085

VeriFone Holdings, Inc. (a)

42,000

1,420,860

Virgin Media, Inc.

160,500

4,081,515

VMware, Inc. Class A (a)

6,000

458,760

Volcano Corp. (a)

123,000

3,003,660

Walter Energy, Inc.

15,900

1,398,564

WebMD Health Corp. (a)

71,726

3,749,835

Whiting Petroleum Corp. (a)

24,000

2,410,560

WMS Industries, Inc. (a)

20,000

872,600

ZIOPHARM Oncology, Inc. (a)

270,000

1,163,700

Zix Corp. (a)

100,000

389,000

TOTAL UNITED STATES OF AMERICA

499,597,204

TOTAL COMMON STOCKS

(Cost $913,622,525)

1,062,954,260

Nonconvertible Preferred Stocks - 1.4%

 

 

 

 

Germany - 1.4%

ProSiebenSat.1 Media AG

41,900

1,107,150

Volkswagen AG

91,000

13,675,171

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $11,953,393)

14,782,321

Convertible Bonds - 0.2%

 

Principal Amount

Value

United States of America - 0.2%

Newpark Resources, Inc. 4% 10/1/17

$ 750,000

$ 690,825

Volcano Corp. 2.875% 9/1/15

860,000

940,926

TOTAL CONVERTIBLE BONDS

(Cost $1,610,000)

1,631,751

Money Market Funds - 1.5%

Shares

 

Fidelity Cash Central Fund, 0.23% (b)

13,142,928

13,142,928

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

3,828,100

3,828,100

TOTAL MONEY MARKET FUNDS

(Cost $16,971,028)

16,971,028

TOTAL INVESTMENT PORTFOLIO - 99.9%

(Cost $944,156,946)

1,096,339,360

NET OTHER ASSETS (LIABILITIES) - 0.1%

1,588,761

NET ASSETS - 100%

$ 1,097,928,121

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Security or a portion of the security is on loan at period end.

(d) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $698,700 or 0.1% of net assets.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 33,659

Fidelity Securities Lending Cash Central Fund

257,400

Total

$ 291,059

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United States of America

$ 499,597,204

$ 499,597,204

$ -

$ -

United Kingdom

116,266,936

46,688,062

69,578,874

-

Japan

67,324,468

32,416,994

34,907,474

-

Germany

49,284,861

39,080,517

10,204,344

-

France

48,376,494

45,959,416

2,417,078

-

Switzerland

42,969,430

29,853,964

13,115,466

-

Spain

20,597,689

6,140,334

14,457,355

-

Denmark

20,398,162

10,517,650

9,880,512

-

India

18,427,163

18,427,163

-

-

Cyprus

34,550

-

-

34,550

Other

194,459,624

186,419,753

8,039,871

-

Corporate Bonds

1,631,751

-

1,631,751

-

Money Market Funds

16,971,028

16,971,028

-

-

Total Investments in Securities:

$ 1,096,339,360

$ 932,072,085

$ 164,232,725

$ 34,550

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Investments in Securities:

Beginning Balance

$ -

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

(36,260)

Cost of Purchases

-

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in to Level 3

70,810

Transfers out of Level 3

-

Ending Balance

$ 34,550

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at October 31, 2010

$ (36,260)

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $165,341,843 of which $21,859,750 and $143,482,093 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Worldwide Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $3,745,161) - See accompanying schedule:

Unaffiliated issuers (cost $927,185,918)

$ 1,079,368,332

 

Fidelity Central Funds (cost $16,971,028)

16,971,028

 

Total Investments (cost $944,156,946)

 

$ 1,096,339,360

Cash

1

Receivable for investments sold

28,129,502

Receivable for fund shares sold

823,725

Dividends receivable

1,062,804

Interest receivable

4,914

Distributions receivable from Fidelity Central Funds

6,115

Other receivables

273,028

Total assets

1,126,639,449

 

 

 

Liabilities

Payable for investments purchased

$ 22,295,156

Payable for fund shares redeemed

1,004,722

Accrued management fee

654,093

Distribution and service plan fees payable

2,780

Other affiliated payables

259,457

Other payables and accrued expenses

667,020

Collateral on securities loaned, at value

3,828,100

Total liabilities

28,711,328

 

 

 

Net Assets

$ 1,097,928,121

Net Assets consist of:

 

Paid in capital

$ 1,119,079,477

Undistributed net investment income

4,480,160

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(177,294,491)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

151,662,975

Net Assets

$ 1,097,928,121

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($7,530,175 ÷ 430,387 shares)

$ 17.50

 

 

 

Maximum offering price per share (100/94.25 of $17.50)

$ 18.57

Class T:
Net Asset Value
and redemption price per share ($1,120,118 ÷ 64,167 shares)

$ 17.46

 

 

 

Maximum offering price per share (100/96.50 of $17.46)

$ 18.09

Class B:
Net Asset Value
and offering price per share ($305,259 ÷ 17,554 shares)A

$ 17.39

 

 

 

Class C:
Net Asset Value
and offering price per share ($709,608 ÷ 40,879 shares)A

$ 17.36

 

 

 

 

 

 

Worldwide:
Net Asset Value
, offering price and redemption price per share ($1,087,928,252 ÷ 61,872,662 shares)

$ 17.58

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($334,709 ÷ 19,050 shares)

$ 17.57

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Worldwide Fund
Financial Statements - continued

Statement of Operations

  

Year ended October 31, 2010

Investment Income

  

  

Dividends

 

$ 17,385,889

Interest

 

56,807

Income from Fidelity Central Funds

 

291,059

Income before foreign taxes withheld

 

17,733,755

Less foreign taxes withheld

 

(1,004,412)

Total income

 

16,729,343

 

 

 

Expenses

Management fee
Basic fee

$ 7,318,345

Performance adjustment

963,702

Transfer agent fees

2,662,400

Distribution and service plan fees

20,954

Accounting and security lending fees

482,070

Custodian fees and expenses

253,340

Independent trustees' compensation

5,982

Registration fees

81,815

Audit

77,918

Legal

5,594

Miscellaneous

14,254

Total expenses before reductions

11,886,374

Expense reductions

(325,816)

11,560,558

Net investment income (loss)

5,168,785

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $6,310)

100,622,328

Foreign currency transactions

(292,326)

Total net realized gain (loss)

 

100,330,002

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $504,850)

67,000,721

Assets and liabilities in foreign currencies

(9,475)

Total change in net unrealized appreciation (depreciation)

 

66,991,246

Net gain (loss)

167,321,248

Net increase (decrease) in net assets resulting from operations

$ 172,490,033

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 5,168,785

$ 8,075,049

Net realized gain (loss)

100,330,002

(130,252,833)

Change in net unrealized appreciation (depreciation)

66,991,246

233,691,843

Net increase (decrease) in net assets resulting from operations

172,490,033

111,514,059

Distributions to shareholders from net investment income

(6,419,967)

(11,746,083)

Distributions to shareholders from net realized gain

(993,213)

-

Total distributions

(7,413,180)

(11,746,083)

Share transactions - net increase (decrease)

(61,476,980)

(40,383,349)

Redemption fees

31,293

26,981

Total increase (decrease) in net assets

103,631,166

59,411,608

 

 

 

Net Assets

Beginning of period

994,296,955

934,885,347

End of period (including undistributed net investment income of $4,480,160 and undistributed net investment income of $5,696,383, respectively)

$ 1,097,928,121

$ 994,296,955

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 14.96

$ 10.88

Income from Investment Operations

 

 

Net investment income (loss)E

  .03

(.01)

Net realized and unrealized gain (loss)

  2.63

4.09

Total from investment operations

  2.66

4.08

Distributions from net investment income

  (.10)

-

Distributions from net realized gain

  (.02)

-

Total distributions

  (.12)

-

Redemption fees added to paid in capital E,J

  -

-

Net asset value, end of period

$ 17.50

$ 14.96

Total ReturnB,C,D

  17.85%

37.50%

Ratios to Average Net AssetsF,I

 

 

Expenses before reductions

  1.43%

1.52%A

Expenses net of fee waivers, if any

  1.43%

1.52%A

Expenses net of all reductions

  1.41%

1.49%A

Net investment income (loss)

  .21%

(.06)%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 7,530

$ 993

Portfolio turnover rateG

  166%

224%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

Financial Highlights - Class T

Years ended October 31,

2010

2009H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 14.94

$ 10.88

Income from Investment Operations

 

 

Net investment income (loss)E

  (.01)

(.01)

Net realized and unrealized gain (loss)

  2.62

4.07

Total from investment operations

  2.61

4.06

Distributions from net investment income

  (.08)

-

Distributions from net realized gain

  (.02)

-

Total distributions

  (.09)K

-

Redemption fees added to paid in capital E,J

  -

-

Net asset value, end of period

$ 17.46

$ 14.94

Total ReturnB,C,D

  17.53%

37.32%

Ratios to Average Net AssetsF,I

 

 

Expenses before reductions

  1.70%

1.73%A

Expenses net of fee waivers, if any

  1.70%

1.73%A

Expenses net of all reductions

  1.68%

1.70%A

Net investment income (loss)

  (.05) %

(.08)%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 1,120

$ 458

Portfolio turnover rateG

  166%

224%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Total distributions of $.09 per share is comprised of distributions from net investment income of $.075 and distributions from net realized gain of $.015 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 14.89

$ 10.88

Income from Investment Operations

 

 

Net investment income (loss)E

  (.09)

(.03)

Net realized and unrealized gain (loss)

  2.61

4.04

Total from investment operations

  2.52

4.01

Distributions from net investment income

  (.01)

-

Distributions from net realized gain

(.01)

-

Total distributions

  (.02)

-

Redemption fees added to paid in capital E,J

  -

-

Net asset value, end of period

$ 17.39

$ 14.89

Total ReturnB,C,D

  16.92%

36.86%

Ratios to Average Net AssetsF,I

 

 

Expenses before reductions

  2.19%

2.20%A

Expenses net of fee waivers, if any

  2.19%

2.20%A

Expenses net of all reductions

  2.17%

2.17%A

Net investment income (loss)

  (.55)%

(.30)%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 305

$ 224

Portfolio turnover rateG

  166%

224%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

Financial Highlights - Class C

Years ended October 31,

2010

2009H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 14.89

$ 10.88

Income from Investment Operations

 

 

Net investment income (loss)E

  (.09)

(.04)

Net realized and unrealized gain (loss)

  2.61

4.05

Total from investment operations

  2.52

4.01

Distributions from net investment income

  (.03)

-

Distributions from net realized gain

  (.02)

-

Total distributions

  (.05)

-

Redemption fees added to paid in capital E,J

  -

-

Net asset value, end of period

$ 17.36

$ 14.89

Total ReturnB,C,D

  16.94%

36.86%

Ratios to Average Net AssetsF,I

 

 

Expenses before reductions

  2.19%

2.18%A

Expenses net of fee waivers, if any

  2.19%

2.18%A

Expenses net of all reductions

  2.16%

2.15%A

Net investment income (loss)

  (.54)%

(.39)%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 710

$ 335

Portfolio turnover rateG

  166%

224%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Worldwide

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 14.98

$ 13.40

$ 25.18

$ 21.82

$ 19.05

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)B

  .08

.12

.16

.14

.17

Net realized and unrealized gain (loss)

  2.63

1.63

(9.44)

6.05

3.74

Total from investment operations

  2.71

1.75

(9.28)

6.19

3.91

Distributions from net investment income

  (.10)

(.17)

(.12)

(.17)

(.10)

Distributions from net realized gain

  (.02)

-

(2.38)

(2.66)

(1.04)

Total distributions

  (.11)G

(.17)

(2.50)

(2.83)

(1.14)

Redemption fees added to paid in capitalB,F

  -

-

-

-

-

Net asset value, end of period

$ 17.58

$ 14.98

$ 13.40

$ 25.18

$ 21.82

Total ReturnA

  18.18%

13.39%

(40.66)%

31.87%

21.31%

Ratios to Average Net AssetsC,E

 

 

 

 

 

Expenses before reductions

  1.15%

1.27%

1.21%

1.04%

1.08%

Expenses net of fee waivers, if any

  1.15%

1.27%

1.21%

1.04%

1.08%

Expenses net of all reductions

  1.12%

1.24%

1.19%

1.02%

1.02%

Net investment income (loss)

  .50%

.92%

.84%

.66%

.85%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 1,087,928

$ 991,996

$ 934,885

$ 1,773,603

$ 1,328,219

Portfolio turnover rateD

  166%

224%

264%

128%

205%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

G Total distributions of $.11 per share is comprised of distributions from net investment income of $.097 and distributions from net realized gain of $.015 per share.

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 15.00

$ 10.88

Income from Investment Operations

 

 

Net investment income (loss)D

  .07

.06

Net realized and unrealized gain (loss)

  2.63

4.06

Total from investment operations

  2.70

4.12

Distributions from net investment income

  (.11)

-

Distributions from net realized gain

  (.02)

-

Total distributions

  (.13)

-

Redemption fees added to paid in capital D,I

  -

-

Net asset value, end of period

$ 17.57

$ 15.00

Total ReturnB,C

  18.08%

37.87%

Ratios to Average Net AssetsE,H

 

 

Expenses before reductions

  1.21%

1.17%A

Expenses net of fee waivers, if any

  1.21%

1.17%A

Expenses net of all reductions

  1.19%

1.15%A

Net investment income (loss)

  .44%

.62%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 335

$ 290

Portfolio turnover rateF

  166%

224%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Worldwide Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Worldwide and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

Debt securities, including restricted securities, are valued based on evaluated prices received from independent pricing services or from dealers who make markets in such securities. For corporate bonds pricing services utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices and are generally categorized as Level 2 in the hierarchy.

Investments in open-end mutual funds, including Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing matrices which consider similar factors that would be used by independent pricing services. These are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to short-term capital gain distributions from the Fidelity Central Funds, foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), market discount, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 169,802,860

Gross unrealized depreciation

(32,295,987)

Net unrealized appreciation (depreciation)

$ 137,506,873

 

 

Tax Cost

$ 958,832,487

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 7,203,381

Capital loss carryforward

$ (165,341,843)

Net unrealized appreciation (depreciation)

$ 137,543,936

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 7,413,180

$ 11,746,083

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Operating Policies.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,661,853,880 and $1,707,033,315, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of Worldwide as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .80% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

 

Distribution
Fee

Service
Fee

Total
Fees

Retained
by FDC

Class A

-%

.25%

$ 8,876

$ 1,881

Class T

.25%

.25%

3,697

386

Class B

.75%

.25%

2,689

2,305

Class C

.75%

.25%

5,692

3,823

 

 

 

$ 20,954

$ 8,395

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 5,564

Class T

943

Class B*

250

Class C*

11

 

$ 6,768

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 10,509

.29

Class T

2,317

.31

Class B

823

.31

Class C

1,715

.30

Worldwide

2,645,955

.26

Institutional Class

1,081

.32

 

$ 2,662,400

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $34,964 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $4,054 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

Annual Report

Notes to Financial Statements - continued

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $257,400.During the period, there were no securities loaned to FCM.

9. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of Worldwide's operating expenses. During the period, this reimbursement reduced the class' expenses by $43,251.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $282,565 for the period.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009A

From net investment income

 

 

Class A

$ 9,814

$ -

Class T

2,409

-

Class B

75

-

Class C

827

-

Worldwide

6,404,601

11,746,083

Institutional Class

2,241

-

Total

$ 6,419,967

$ 11,746,083

From net realized gain

 

 

Class A

$ 1,404

$ -

Class T

480

-

Class B

191

-

Class C

373

-

Worldwide

990,471

-

Institutional Class

294

-

Total

$ 993,213

$ -

A Distributions for Class A, Class T, Class B Class C and Institutional class are for the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009A

2010

2009A

Class A

 

 

 

 

Shares sold

404,777

68,262

$ 6,463,954

$ 954,848

Reinvestment of distributions

589

-

9,399

-

Shares redeemed

(41,328)

(1,913)

(668,935)

(30,621)

Net increase (decrease)

364,038

66,349

$ 5,804,418

$ 924,227

Annual Report

11. Share Transactions - continued

 

Shares

Dollars

Years ended October 31,

2010

2009A

2010

2009A

Class T

 

 

 

 

Shares sold

57,729

31,350

$ 930,150

$ 413,190

Reinvestment of distributions

156

-

2,498

-

Shares redeemed

(24,377)

(691)

(385,540)

(10,728)

Net increase (decrease)

33,508

30,659

$ 547,108

$ 402,462

Class B

 

 

 

 

Shares sold

11,168

16,229

$ 177,092

$ 199,531

Reinvestment of distributions

16

-

260

-

Shares redeemed

(8,709)

(1,150)

(138,098)

(18,389)

Net increase (decrease)

2,475

15,079

$ 39,254

$ 181,142

Class C

 

 

 

 

Shares sold

34,028

23,542

$ 543,674

$ 304,403

Reinvestment of distributions

68

-

1,087

-

Shares redeemed

(15,747)

(1,012)

(246,126)

(14,575)

Net increase (decrease)

18,349

22,530

$ 298,635

$ 289,828

Worldwide

 

 

 

 

Shares sold

8,421,228

9,823,250

$ 135,177,567

$ 126,506,866

Reinvestment of distributions

449,494

959,833

7,194,622

11,413,258

Shares redeemed

(13,209,138)

(14,319,175)

(210,537,866)

(180,350,310)

Net increase (decrease)

(4,338,416)

(3,536,092)

$ (68,165,677)

$ (42,430,186)

Institutional Class

 

 

 

 

Shares sold

9,920

19,375

$ 162,697

$ 249,261

Reinvestment of distributions

158

-

2,535

-

Shares redeemed

(10,397)

(6)

(165,950)

(83)

Net increase (decrease)

(319)

19,369

$ (718)

$ 249,178

A Share transactions for Class A, Class T, Class B Class C and Institutional class are for the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

12. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity Worldwide Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Worldwide Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2010, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Worldwide Fund as of October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and its financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 17, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

Trustees and Officers - continued

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999 -
present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994 - present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Annual Report

Trustees and Officers - continued

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-
present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Worldwide Fund voted to pay to shareholders of record at the opening of business on record date the following distributions per share derived from capital gains realized from sales of portfolio securities and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Class A

12/06/10

12/03/10

$0.059

$0.046

Class T

12/06/10

12/03/10

$0.020

$0.046

Class B

12/06/10

12/03/10

$0.00

$0.00

Class C

12/06/10

12/03/10

$0.00

$0.00

A percentage of the dividends distributed during the fiscal year for the following fund may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code:

 

Ex Date

%

Class A

12/04/2009

100%

Class A

12/30/2009

100%

Class B

12/04/2009

100%

Class B

12/30/2009

100%

Class C

12/04/2009

100%

Class C

12/30/2009

100%

Class T

12/04/2009

100%

Class T

12/30/2009

100%

A percentage of the dividends distributed during the fiscal year for the following funds qualify for the dividends-received deduction for corporate shareholders:

 

Ex Date

%

Class A

12/04/2009

55%

Class A

12/30/2009

100%

Class B

12/04/2009

100%

Class B

12/30/2009

100%

Class C

12/04/2009

100%

Class C

12/30/2009

100%

Class T

12/04/2009

73%

Class T

12/30/2009

100%

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Class A

12/07/2009

0.102

0.0113

Class A

12/31/2009

0.004

0.0000

Class B

12/07/2009

0.020

0.0113

Class B

12/31/2009

0.004

0.0000

Class C

12/07/2009

0.044

0.0113

Class C

12/31/2009

0.004

0.0000

Class T

12/07/2009

0.079

0.0113

Class T

12/31/2009

0.004

0.0000

The funds will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Worldwide Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Annual Report

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It reviewed the fund's absolute investment performance for the retail class, as well as the fund's relative investment performance for the retail class measured over multiple periods against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, the cumulative total returns of the retail class of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. (The Advisor classes of the fund had less than one year of performance as of December 31, 2009.) The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the retail class of the fund.

Fidelity Worldwide Fund

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The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class of the fund was in the third quartile for the one-year period and the second quartile for the three- and five-year periods. The Board also noted that the investment performance of the retail class of the fund compared favorably to its benchmark for the three- and five-year periods, although the fund's one-year cumulative total return was below its benchmark. The Board also reviewed the fund's performance since inception as well as performance in the current year.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 15% means that 85% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Fidelity Worldwide Fund

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The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class B, Class C, and the retail class of Worldwide Fund ranked below its competitive median for 2009, the total expenses of Class A ranked equal to its competitive median for 2009, and the total expenses of each of Class T and Institutional Class ranked above its competitive median for 2009. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investments (Japan) Limited

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Ltd.
Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

JPMorgan Chase Bank
New York, NY

AWLD-UANN-1210
1.883445.101

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(Fidelity Investment logo)(registered trademark)

Fidelity AdvisorSM
Worldwide Fund
Institutional Class

Annual Report

October 31, 2010

Institutional Class is a class of
Fidelity® Worldwide Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Managers' review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

  Institutional Class A

18.08%

4.94%

4.19%

A The initial offering of Institutional Class took place on February 19, 2009. Returns prior to February 19, 2009 are those of Fidelity Worldwide Fund, the original class of the fund.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Advisor Worldwide Fund - Institutional Class, on October 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the MSCI® World Index performed over the same period. The initial offering of Institutional Class took place on February 19, 2009. See above for additional information regarding the performance of Institutional Class.

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Annual Report

Management's Discussion of Fund Performance

Market Recap: Developed-markets equities rode a wave of volatility during the 12 months ending October 31, 2010, en route to producing above-average gains. Stocks posted solid advances in the first half of the period, despite growing concerns about the Greece-led European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel developed-world stocks about 18%. For the full year, the MSCI® World Index gained 13.15%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and the United States were standouts, returning 23% and 17%, respectively. U.S. stocks - which comprised almost half of the index - were lifted by economic optimism, encouraging earnings reports and a wave of corporate mergers. The Pacific Basin ex-Japan segment rose 15% for the period, aided in part by solid results from Hong Kong. Elsewhere, the U.K. returned 13%, while the remainder of Europe rose just 7%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan advanced only 5%, a result of that nation's continued weak economy.

Comments from William Kennedy, Lead Portfolio Manager of Fidelity AdvisorSM Worldwide Fund and manager of its non-U.S. equity subportfolio, and Stephen DuFour, Co-Portfolio Manager responsible for the fund's U.S. equity subportfolio: For the 12 months ending October 31, 2010, the fund's Institutional Class shares returned 18.08%, outpacing the MSCI index. Our focus on reasonably valued stocks with good balance sheets and strong earnings growth prospects helped drive favorable stock selection, especially in the information technology and industrials sectors. U.S. stocks - about 47% of assets, on average - had the biggest positive impact on performance. Good stock picking within strong-performing emerging markets, where the fund had a small out-of-benchmark stake, also contributed, as did favorable positioning in Europe and Japan. Weak security selection and an underweighting in Canada - along with the associated currency drag - disappointing stock selection in energy and a small cash position hampered performance Individual contributors included Cummins, a leading diesel engine manufacturer, and Union Pacific, a West Coast railroad company. Both of these industrials firms benefited from a recovering economy. Within technology, Apple was up sharply, thanks to the successful launch of the iPad and worldwide growth of the iPhone. Untimely ownership of General Electric, a diversified conglomerate in the industrials sector, and coal company Peabody Energy detracted from results. These stocks were sold from the fund by period end.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity Worldwide Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010
to October 31, 2010

Class A

1.42%

 

 

 

Actual

 

$ 1,000.00

$ 1,044.80

$ 7.32

HypotheticalA

 

$ 1,000.00

$ 1,018.05

$ 7.22

Class T

1.68%

 

 

 

Actual

 

$ 1,000.00

$ 1,043.60

$ 8.65

HypotheticalA

 

$ 1,000.00

$ 1,016.74

$ 8.54

Class B

2.17%

 

 

 

Actual

 

$ 1,000.00

$ 1,040.70

$ 11.16

HypotheticalA

 

$ 1,000.00

$ 1,014.27

$ 11.02

Class C

2.17%

 

 

 

Actual

 

$ 1,000.00

$ 1,040.80

$ 11.16

HypotheticalA

 

$ 1,000.00

$ 1,014.27

$ 11.02

Worldwide

1.11%

 

 

 

Actual

 

$ 1,000.00

$ 1,045.80

$ 5.72

HypotheticalA

 

$ 1,000.00

$ 1,019.61

$ 5.65

Institutional Class

1.18%

 

 

 

Actual

 

$ 1,000.00

$ 1,045.80

$ 6.08

HypotheticalA

 

$ 1,000.00

$ 1,019.26

$ 6.01

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Fidelity Worldwide Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

fid249

United States of America

47.3%

 

fid251

United Kingdom

10.6%

 

fid253

Japan

6.1%

 

fid255

Germany

4.5%

 

fid257

France

4.4%

 

fid259

Switzerland

3.9%

 

fid261

Spain

1.9%

 

fid263

Denmark

1.9%

 

fid265

India

1.7%

 

fid267

Other

17.7%

 

fid440

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

fid249

United States of America

50.2%

 

fid251

United Kingdom

9.8%

 

fid253

Japan

9.1%

 

fid255

France

4.7%

 

fid257

Switzerland

3.6%

 

fid259

Germany

3.3%

 

fid261

Netherlands

1.8%

 

fid263

Australia

1.5%

 

fid265

Spain

1.4%

 

fid267

Other

14.6%

 

fid452

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

98.2

98.6

Bonds

0.2

0.0

Short-Term Investments and Net Other Assets

1.6

1.4

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Union Pacific Corp. (United States of America, Road & Rail)

2.7

2.7

Cummins, Inc. (United States of America, Machinery)

2.3

2.2

Exxon Mobil Corp. (United States of America, Oil, Gas & Consumable Fuels)

2.0

0.0

Estee Lauder Companies, Inc. Class A (United States of America, Personal Products)

1.9

0.9

Google, Inc. Class A (United States of America, Internet Software & Services)

1.8

0.0

Apple, Inc. (United States of America, Computers & Peripherals)

1.8

2.3

Perrigo Co. (United States of America, Pharmaceuticals)

1.5

0.4

Edwards Lifesciences Corp. (United States of America, Health Care Equipment & Supplies)

1.3

0.6

eBay, Inc. (United States of America, Internet Software & Services)

1.3

0.0

CSX Corp. (United States of America, Road & Rail)

1.3

0.9

 

17.9

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Industrials

17.0

15.8

Consumer Discretionary

17.1

16.7

Information Technology

15.6

15.2

Financials

13.5

18.9

Health Care

10.3

10.3

Energy

8.4

8.8

Consumer Staples

7.0

5.6

Materials

6.3

4.6

Telecommunication Services

3.0

1.9

Utilities

0.2

0.8

Annual Report

Fidelity Worldwide Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 96.8%

Shares

Value

Australia - 1.5%

Australia & New Zealand Banking Group Ltd.

244,941

$ 5,953,320

JB Hi-Fi Ltd.

75,078

1,462,177

Macquarie Group Ltd.

78,951

2,799,865

Newcrest Mining Ltd.

70,629

2,764,900

Wesfarmers Ltd.

61,452

1,995,076

Westfield Group unit

128,519

1,558,687

TOTAL AUSTRALIA

16,534,025

Bailiwick of Jersey - 0.3%

Experian PLC

201,300

2,339,830

Informa PLC

111,595

779,533

TOTAL BAILIWICK OF JERSEY

3,119,363

Belgium - 0.6%

Anheuser-Busch InBev SA NV

98,425

6,167,699

EVS Broadcast Equipment SA

13,200

828,358

TOTAL BELGIUM

6,996,057

Bermuda - 0.5%

Huabao International Holdings Ltd.

1,495,000

2,252,746

Li & Fung Ltd.

258,000

1,363,019

Noble Group Ltd.

1,474,363

2,118,763

Sihuan Pharmaceutical Holdings Group Ltd.

53,000

38,496

TOTAL BERMUDA

5,773,024

Brazil - 1.0%

Banco ABC Brasil SA

60,000

591,112

Banco Santander (Brasil) SA ADR

102,900

1,481,760

Cia Hering SA

4,000

196,920

Diagnosticos da America SA

135,000

1,666,471

Drogasil SA

85,300

2,157,571

Hypermarcas SA (a)

13,000

213,967

Lojas Renner SA

7,000

276,511

Natura Cosmeticos SA

7,000

200,388

Souza Cruz Industria Comerico

85,300

4,382,832

TOTAL BRAZIL

11,167,532

British Virgin Islands - 0.7%

HLS Systems International Ltd. (a)

67,343

851,216

Playtech Ltd.

200,359

1,437,301

UTI Worldwide, Inc.

303,000

5,823,660

TOTAL BRITISH VIRGIN ISLANDS

8,112,177

Canada - 1.5%

Agrium, Inc.

20,000

1,769,193

Dollarama, Inc.

72,209

1,903,106

First Quantum Minerals Ltd.

13,800

1,208,430

InterOil Corp. (a)

13,400

953,812

Keyera Facilities Income Fund

99,000

3,072,213

Niko Resources Ltd.

26,700

2,547,220

Open Text Corp. (a)

41,800

1,849,217

 

Shares

Value

Pan American Silver Corp.

45,500

$ 1,452,360

Petrobank Energy & Resources Ltd. (a)

46,800

1,862,547

TOTAL CANADA

16,618,098

Cayman Islands - 1.5%

Belle International Holdings Ltd.

505,000

912,111

Bosideng International Holdings Ltd.

4,572,000

2,312,174

China Lodging Group Ltd. ADR

36,400

884,884

Ctrip.com International Ltd. sponsored ADR (a)

27,200

1,416,304

Eurasia Drilling Co. Ltd. GDR (d)

27,400

698,700

Evergreen International Holdings Ltd. (a)

58,000

34,420

Hengdeli Holdings Ltd.

4,104,000

2,276,691

Herbalife Ltd.

26,000

1,660,360

Mongolian Mining Corp.

1,526,000

1,651,752

Perfect World Co. Ltd. sponsored ADR Class B (a)

50,200

1,626,480

Shenguan Holdings Group Ltd.

1,148,000

1,495,862

TPK Holdings Co.

3,000

49,502

Want Want China Holdings Ltd.

2,043,000

1,884,528

TOTAL CAYMAN ISLANDS

16,903,768

China - 0.6%

Baidu.com, Inc. sponsored ADR (a)

17,900

1,969,179

China Merchants Bank Co. Ltd. (H Shares)

1,000,500

2,839,671

Comba Telecom Systems Holdings Ltd.

408,980

464,315

Minth Group Ltd.

238,000

445,218

Zhaojin Mining Industry Co. Ltd. (H Shares)

255,500

794,394

ZTE Corp. (H Shares)

128,376

476,985

TOTAL CHINA

6,989,762

Cyprus - 0.0%

Aisi Realty Public Ltd. (a)

1,232,268

34,550

Denmark - 1.9%

Carlsberg AS Series B

37,700

4,122,371

Novo Nordisk AS Series B

94,116

9,880,512

Pandora A/S

41,900

2,032,804

William Demant Holding AS (a)

58,200

4,362,475

TOTAL DENMARK

20,398,162

Egypt - 0.1%

Orascom Construction Industries SAE GDR

24,600

1,138,980

France - 4.4%

Accor SA

39,500

1,619,463

Atos Origin SA (a)

65,745

3,039,452

AXA SA

119,037

2,166,493

BNP Paribas SA

53,888

3,940,328

Carrefour SA

53,867

2,906,687

Compagnie Generale de Geophysique SA (a)

58,200

1,359,134

Edenred (a)

59,000

1,235,538

Essilor International SA

30,396

2,029,291

Common Stocks - continued

Shares

Value

France - continued

GDF Suez

41,100

$ 1,640,169

Iliad Group SA

27,158

3,057,130

LVMH Moet Hennessy - Louis Vuitton

42,788

6,703,907

Pernod-Ricard SA

21,114

1,871,741

PPR SA

36,550

5,991,013

Sanofi-Aventis

15,104

1,057,944

Schneider Electric SA

32,065

4,550,918

Societe Generale Series A

64,751

3,876,457

Unibail-Rodamco

6,389

1,330,829

TOTAL FRANCE

48,376,494

Germany - 3.1%

Bayerische Motoren Werke AG (BMW)

121,009

8,673,149

Fresenius Medical Care AG & Co. KGaA

53,500

3,407,237

GEA Group AG

110,697

2,894,211

HeidelbergCement AG

11,766

615,334

Kabel Deutschland Holding AG

68,500

3,083,895

MAN SE

45,742

5,028,169

Metro AG

23,500

1,646,725

PSI AG

69,000

1,515,999

Siemens AG

59,514

6,797,107

Software AG (Bearer)

6,000

840,714

TOTAL GERMANY

34,502,540

Greece - 0.1%

Coca-Cola Hellenic Bottling Co. SA

36,300

939,479

Hong Kong - 0.9%

AIA Group Ltd.

543,200

1,615,321

Henderson Land Development Co. Ltd.

204,232

1,450,472

I.T Ltd.

1,134,000

956,795

Techtronic Industries Co. Ltd.

3,575,500

3,621,051

Wharf Holdings Ltd.

264,000

1,733,604

TOTAL HONG KONG

9,377,243

India - 1.7%

Adani Enterprises Ltd.

108,277

1,720,829

Gitanjali Gems Ltd.

135,298

904,886

Housing Development Finance Corp. Ltd.

81,615

1,266,252

IndusInd Bank Ltd.

112,500

669,036

INFO Edge India Ltd.

36,696

563,252

Infrastructure Development Finance Co. Ltd.

329,354

1,486,458

Larsen & Toubro Ltd.

57,646

2,637,215

LIC Housing Finance Ltd.

108,161

3,271,184

Reliance Industries Ltd.

74,372

1,839,375

Rural Electrification Corp. Ltd.

149,130

1,247,040

Shriram Transport Finance Co. Ltd.

33,464

665,430

State Bank of India

11,744

834,758

The Jammu & Kashmir Bank Ltd.

30,114

618,551

Titan Industries Ltd.

8,771

702,897

TOTAL INDIA

18,427,163

 

Shares

Value

Indonesia - 0.4%

PT Bank Rakyat Indonesia Tbk

1,171,000

$ 1,493,638

PT Tower Bersama Infrastructure Tbk

514,500

146,794

PT XL Axiata Tbk (a)

3,712,000

2,388,137

TOTAL INDONESIA

4,028,569

Ireland - 0.3%

Ingersoll-Rand Co. Ltd.

39,200

1,540,952

James Hardie Industries NV unit (a)

206,041

1,087,961

Ryanair Holdings PLC sponsored ADR

17,000

554,710

TOTAL IRELAND

3,183,623

Israel - 0.1%

Israel Chemicals Ltd.

81,400

1,245,073

Italy - 0.7%

Intesa Sanpaolo SpA

304,069

1,069,377

Intesa Sanpaolo SpA (Risparmio Shares)

347,700

952,616

Prysmian SpA

75,500

1,463,409

Saipem SpA

102,206

4,540,910

TOTAL ITALY

8,026,312

Japan - 6.1%

ABC-Mart, Inc.

84,500

2,874,071

Asics Corp.

155,000

1,673,854

Canon, Inc.

72,250

3,325,904

Cosmos Pharmaceutical Corp.

29,500

928,588

Denso Corp.

86,400

2,686,876

Don Quijote Co. Ltd.

53,400

1,459,259

eAccess Ltd.

1,324

965,811

Fast Retailing Co. Ltd.

4,800

628,758

Goldcrest Co. Ltd.

8,680

187,364

Honda Motor Co. Ltd.

94,600

3,410,215

JSR Corp.

126,300

2,186,354

Keyence Corp.

10,400

2,578,352

Komatsu Ltd.

99,000

2,419,702

Mazda Motor Corp.

807,000

2,050,949

Misumi Group, Inc.

46,300

992,513

Mitsubishi Corp.

107,700

2,586,919

Mitsubishi UFJ Financial Group, Inc.

691,500

3,209,254

Mitsui & Co. Ltd.

120,900

1,901,444

Mizuho Financial Group, Inc.

985,000

1,428,564

Nichi-iko Pharmaceutical Co. Ltd.

64,000

2,257,139

Nintendo Co. Ltd.

4,700

1,217,783

Omron Corp.

75,900

1,761,914

ORIX Corp.

66,920

6,104,048

Osaka Securities Exchange Co. Ltd.

101

508,326

Rakuten, Inc.

4,389

3,381,608

Ricoh Co. Ltd.

164,000

2,294,133

Sawai Pharmaceutical Co. Ltd.

9,100

794,992

SOFTBANK CORP.

220,500

7,081,363

Sony Financial Holdings, Inc.

381

1,325,711

Common Stocks - continued

Shares

Value

Japan - continued

Start Today Co. Ltd.

392

$ 1,219,307

Sumitomo Mitsui Financial Group, Inc.

63,100

1,883,393

TOTAL JAPAN

67,324,468

Korea (South) - 0.8%

Hyundai Motor Co.

10,383

1,569,684

Kia Motors Corp.

57,390

2,291,517

NCsoft Corp.

5,052

1,111,934

NHN Corp. (a)

6,568

1,165,243

Samsung Electronics Co. Ltd.

1,927

1,276,669

Shinhan Financial Group Co. Ltd.

22,350

865,578

TOTAL KOREA (SOUTH)

8,280,625

Luxembourg - 0.1%

Millicom International Cellular SA

15,000

1,419,000

Mauritius - 0.2%

MakeMyTrip Ltd.

48,400

1,749,660

Mexico - 0.2%

Wal-Mart de Mexico SA de CV Series V

831,200

2,273,425

Netherlands - 1.5%

AEGON NV (a)

192,700

1,220,981

CNH Global NV (a)

29,000

1,151,010

Gemalto NV

38,267

1,742,229

ING Groep NV (Certificaten Van Aandelen) unit (a)

279,400

2,988,464

Koninklijke Philips Electronics NV

124,481

3,796,006

LyondellBasell Industries NV Class A (a)

203,000

5,452,580

Randstad Holdings NV (a)

10,195

485,155

TOTAL NETHERLANDS

16,836,425

Norway - 0.8%

Aker Solutions ASA

102,200

1,555,858

DnB NOR ASA

278,200

3,817,398

Telenor ASA

83,600

1,347,605

Yara International ASA

33,200

1,745,191

TOTAL NORWAY

8,466,052

Poland - 0.1%

Eurocash SA

106,300

977,025

Qatar - 0.1%

Commercial Bank of Qatar GDR (Reg. S)

279,659

1,281,444

Singapore - 0.2%

Keppel Corp. Ltd.

234,000

1,804,311

South Africa - 1.1%

African Rainbow Minerals Ltd.

33,000

841,883

AngloGold Ashanti Ltd. sponsored ADR

44,700

2,105,817

Clicks Group Ltd.

425,706

2,777,248

Mr Price Group Ltd.

201,100

1,827,542

Sanlam Ltd.

389,600

1,460,503

 

Shares

Value

Standard Bank Group Ltd.

72,700

$ 1,072,071

Woolworths Holdings Ltd.

542,336

2,125,199

TOTAL SOUTH AFRICA

12,210,263

Spain - 1.9%

Antena 3 Television SA

118,200

1,207,205

Banco Bilbao Vizcaya Argentaria SA

227,085

2,990,962

Banco Santander SA

477,562

6,128,223

Gestevision Telecinco SA

125,500

1,600,631

Inditex SA (c)

21,397

1,786,669

Prosegur Compania de Seguridad SA (Reg.)

25,800

1,545,829

Telefonica SA

197,595

5,338,170

TOTAL SPAIN

20,597,689

Sweden - 0.9%

Elekta AB (B Shares)

119,900

4,536,446

H&M Hennes & Mauritz AB (B Shares)

72,098

2,540,091

Modern Times Group MTG AB (B Shares)

32,200

2,308,881

TOTAL SWEDEN

9,385,418

Switzerland - 3.9%

Adecco SA (Reg.)

13,014

727,150

Compagnie Financiere Richemont SA Series A

38,215

1,905,412

Credit Suisse Group

34,493

1,427,527

Kuehne & Nagel International AG

10,620

1,313,002

Lonza Group AG

18,865

1,651,059

Nestle SA

155,400

8,509,229

Novartis AG

145,299

8,416,456

Partners Group Holding

9,538

1,744,136

Schindler Holding AG (participation certificate)

12,684

1,359,437

Sonova Holding AG Class B

11,956

1,384,654

Syngenta AG sponsored ADR

75,000

4,153,500

The Swatch Group AG (Bearer)

9,810

3,748,200

UBS AG (a)

192,640

3,271,483

Zurich Financial Services AG

13,722

3,358,185

TOTAL SWITZERLAND

42,969,430

Taiwan - 0.3%

HTC Corp.

126,150

2,848,216

Thailand - 0.2%

Bangkok Bank Public Co. Ltd. (For. Reg.)

467,000

2,409,870

Turkey - 0.4%

Boyner Buyuk Magazacilik AS (a)

386,000

898,864

Dogus Otomotiv Servis ve Ticaret AS (a)

158,000

1,189,709

Turkiye Garanti Bankasi AS

371,000

2,276,232

TOTAL TURKEY

4,364,805

United Kingdom - 10.6%

Aberdeen Asset Management PLC

653,342

1,861,125

Aegis Group PLC

684,232

1,377,977

Anglo American PLC (United Kingdom)

87,218

4,063,532

AstraZeneca PLC (United Kingdom)

98,174

4,937,722

Common Stocks - continued

Shares

Value

United Kingdom - continued

Barclays PLC

1,108,831

$ 4,872,084

BG Group PLC

45,448

885,060

BHP Billiton PLC

293,276

10,388,003

BP PLC

1,345,000

9,141,048

British American Tobacco PLC (United Kingdom)

17,600

670,411

British Land Co. PLC

128,755

1,051,021

Britvic PLC

295,400

2,283,079

Burberry Group PLC

132,500

2,163,183

Carphone Warehouse Group PLC

852,279

4,157,883

Cookson Group PLC (a)

82,570

681,291

Dialog Semiconductor PLC (a)

25,000

456,048

GlaxoSmithKline PLC

343,200

6,701,011

HSBC Holdings PLC (United Kingdom)

643,709

6,698,656

IG Group Holdings PLC

354,329

3,000,232

InterContinental Hotel Group PLC

115,278

2,226,098

International Personal Finance PLC

517,515

2,578,615

International Power PLC

213,071

1,424,544

Legal & General Group PLC

996,089

1,602,268

Lloyds Banking Group PLC (a)

2,775,954

3,050,734

Micro Focus International PLC

116,800

714,467

Ocado Group PLC (a)

898,900

2,011,921

Reckitt Benckiser Group PLC

77,341

4,325,764

Rio Tinto PLC

81,540

5,295,383

Royal Dutch Shell PLC Class B

323,756

10,359,427

Schroders PLC

85,800

2,170,564

SuperGroup PLC

11,000

199,147

TalkTalk Telecom Group PLC (a)

964,758

2,038,761

Ultra Electronics Holdings PLC

32,400

966,039

Vodafone Group PLC

1,916,500

5,238,297

Vodafone Group PLC sponsored ADR

47,212

1,298,802

Wolseley PLC (a)

75,760

2,018,531

Xstrata PLC

173,300

3,358,208

TOTAL UNITED KINGDOM

116,266,936

United States of America - 45.5%

Amazon.com, Inc. (a)

47,800

7,893,692

Ameriprise Financial, Inc.

110,000

5,685,900

AMETEK, Inc.

85,000

4,594,250

Anadarko Petroleum Corp.

156,000

9,604,920

AnnTaylor Stores Corp. (a)

61,000

1,421,300

Apple, Inc. (a)

64,600

19,436,202

Ardea Biosciences, Inc. (a)

33,058

704,797

AsiaInfo Holdings, Inc. (a)

39,100

868,802

Autoliv, Inc.

38,000

2,709,400

Berkshire Hathaway, Inc. Class B (a)

134,000

10,661,040

BioMarin Pharmaceutical, Inc. (a)

124,000

3,243,840

Broadcom Corp. Class A

140,000

5,703,600

C.H. Robinson Worldwide, Inc.

66,000

4,651,680

Caterpillar, Inc.

86,000

6,759,600

Celanese Corp. Class A

18,000

641,700

CF Industries Holdings, Inc.

15,200

1,862,456

Chevron Corp.

102,000

8,426,220

 

Shares

Value

Citi Trends, Inc. (a)

53,000

$ 1,111,940

Citrix Systems, Inc. (a)

82,000

5,253,740

Cloud Peak Energy, Inc.

137,000

2,379,690

Cognizant Technology Solutions Corp. Class A (a)

161,000

10,495,590

CSX Corp.

224,000

13,764,800

Cummins, Inc.

287,000

25,284,700

Danaher Corp.

13,000

563,680

Eaton Corp.

83,000

7,372,890

eBay, Inc. (a)

476,000

14,189,560

Echo Global Logistics, Inc.

25,000

355,000

Edwards Lifesciences Corp. (a)

228,000

14,571,480

Elizabeth Arden, Inc. (a)

44,547

910,986

Emerson Electric Co.

169,000

9,278,100

Endo Pharmaceuticals Holdings, Inc. (a)

179,000

6,576,460

EnerSys (a)

30,000

790,800

Estee Lauder Companies, Inc. Class A

288,000

20,496,960

Exxon Mobil Corp.

331,000

22,001,570

Ford Motor Co. (a)

180,000

2,543,400

Fossil, Inc. (a)

105,900

6,247,041

Freeport-McMoRan Copper & Gold, Inc.

92,300

8,738,964

G-III Apparel Group Ltd. (a)

147,600

3,896,640

Google, Inc. Class A (a)

33,000

20,228,670

Greenbrier Companies, Inc. (a)

81,000

1,474,200

Hess Corp.

51,000

3,214,530

HMS Holdings Corp. (a)

30,000

1,803,300

Holly Corp.

33,000

1,080,090

Illumina, Inc. (a)

16,800

912,408

ImmunoGen, Inc. (a)

45,523

374,199

Informatica Corp. (a)

109,970

4,474,679

iRobot Corp. (a)

194,000

4,050,720

Isilon Systems, Inc. (a)

48,000

1,366,560

Jos. A. Bank Clothiers, Inc. (a)

190,500

8,305,800

Juniper Networks, Inc. (a)

69,000

2,234,910

M.D.C. Holdings, Inc.

25,000

643,750

Mako Surgical Corp. (a)(c)

155,300

1,674,134

MasterCard, Inc. Class A

5,000

1,200,300

Micromet, Inc. (a)

100,000

749,000

MIPS Technologies, Inc. (a)

330,000

4,851,000

Molycorp, Inc. (c)

34,000

1,203,600

NetApp, Inc. (a)

15,000

798,750

Neurocrine Biosciences, Inc. (a)

27,895

227,065

NII Holdings, Inc. (a)

101,200

4,231,172

NIKE, Inc. Class B

32,000

2,606,080

Oil States International, Inc. (a)

72,000

3,680,640

OpenTable, Inc. (a)

7,000

429,450

Oracle Corp.

291,000

8,555,400

PACCAR, Inc.

72,000

3,690,720

Perrigo Co.

252,000

16,601,760

Phillips-Van Heusen Corp.

149,900

9,194,866

Precision Castparts Corp.

27,000

3,687,660

Prestige Brands Holdings, Inc. (a)

179,000

1,924,250

Public Storage

32,000

3,175,040

Common Stocks - continued

Shares

Value

United States of America - continued

QUALCOMM, Inc.

215,000

$ 9,702,950

Red Hat, Inc. (a)

38,000

1,605,880

Riverbed Technology, Inc. (a)

42,000

2,416,680

Roper Industries, Inc.

20,000

1,388,600

Ross Stores, Inc.

15,000

884,850

Salesforce.com, Inc. (a)

31,055

3,604,554

Sapient Corp.

95,000

1,250,200

Skyworks Solutions, Inc. (a)

544,000

12,463,040

Solera Holdings, Inc.

20,000

961,000

Southwest Airlines Co.

549,000

7,554,240

Stericycle, Inc. (a)

28,000

2,008,720

Steven Madden Ltd. (a)

21,000

888,300

Summer Infant, Inc. (a)

50,000

400,000

Susser Holdings Corp. (a)

5,000

68,350

SVB Financial Group (a)

72,730

3,152,118

Targacept, Inc. (a)

53,000

1,312,280

Tenneco, Inc. (a)

37,000

1,206,940

The Mosaic Co.

20,900

1,529,044

Theravance, Inc. (a)

137,000

2,792,060

Titan International, Inc. (c)

119,000

1,805,230

TJX Companies, Inc.

20,000

917,800

TRW Automotive Holdings Corp. (a)

44,000

2,010,360

Union Pacific Corp.

337,600

29,600,776

United Therapeutics Corp. (a)

12,600

756,000

Vera Bradley, Inc. (a)

1,100

30,085

VeriFone Holdings, Inc. (a)

42,000

1,420,860

Virgin Media, Inc.

160,500

4,081,515

VMware, Inc. Class A (a)

6,000

458,760

Volcano Corp. (a)

123,000

3,003,660

Walter Energy, Inc.

15,900

1,398,564

WebMD Health Corp. (a)

71,726

3,749,835

Whiting Petroleum Corp. (a)

24,000

2,410,560

WMS Industries, Inc. (a)

20,000

872,600

ZIOPHARM Oncology, Inc. (a)

270,000

1,163,700

Zix Corp. (a)

100,000

389,000

TOTAL UNITED STATES OF AMERICA

499,597,204

TOTAL COMMON STOCKS

(Cost $913,622,525)

1,062,954,260

Nonconvertible Preferred Stocks - 1.4%

 

 

 

 

Germany - 1.4%

ProSiebenSat.1 Media AG

41,900

1,107,150

Volkswagen AG

91,000

13,675,171

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $11,953,393)

14,782,321

Convertible Bonds - 0.2%

 

Principal Amount

Value

United States of America - 0.2%

Newpark Resources, Inc. 4% 10/1/17

$ 750,000

$ 690,825

Volcano Corp. 2.875% 9/1/15

860,000

940,926

TOTAL CONVERTIBLE BONDS

(Cost $1,610,000)

1,631,751

Money Market Funds - 1.5%

Shares

 

Fidelity Cash Central Fund, 0.23% (b)

13,142,928

13,142,928

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

3,828,100

3,828,100

TOTAL MONEY MARKET FUNDS

(Cost $16,971,028)

16,971,028

TOTAL INVESTMENT PORTFOLIO - 99.9%

(Cost $944,156,946)

1,096,339,360

NET OTHER ASSETS (LIABILITIES) - 0.1%

1,588,761

NET ASSETS - 100%

$ 1,097,928,121

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Security or a portion of the security is on loan at period end.

(d) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $698,700 or 0.1% of net assets.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 33,659

Fidelity Securities Lending Cash Central Fund

257,400

Total

$ 291,059

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United States of America

$ 499,597,204

$ 499,597,204

$ -

$ -

United Kingdom

116,266,936

46,688,062

69,578,874

-

Japan

67,324,468

32,416,994

34,907,474

-

Germany

49,284,861

39,080,517

10,204,344

-

France

48,376,494

45,959,416

2,417,078

-

Switzerland

42,969,430

29,853,964

13,115,466

-

Spain

20,597,689

6,140,334

14,457,355

-

Denmark

20,398,162

10,517,650

9,880,512

-

India

18,427,163

18,427,163

-

-

Cyprus

34,550

-

-

34,550

Other

194,459,624

186,419,753

8,039,871

-

Corporate Bonds

1,631,751

-

1,631,751

-

Money Market Funds

16,971,028

16,971,028

-

-

Total Investments in Securities:

$ 1,096,339,360

$ 932,072,085

$ 164,232,725

$ 34,550

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Investments in Securities:

Beginning Balance

$ -

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

(36,260)

Cost of Purchases

-

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in to Level 3

70,810

Transfers out of Level 3

-

Ending Balance

$ 34,550

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at October 31, 2010

$ (36,260)

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $165,341,843 of which $21,859,750 and $143,482,093 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Worldwide Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $3,745,161) - See accompanying schedule:

Unaffiliated issuers (cost $927,185,918)

$ 1,079,368,332

 

Fidelity Central Funds (cost $16,971,028)

16,971,028

 

Total Investments (cost $944,156,946)

 

$ 1,096,339,360

Cash

1

Receivable for investments sold

28,129,502

Receivable for fund shares sold

823,725

Dividends receivable

1,062,804

Interest receivable

4,914

Distributions receivable from Fidelity Central Funds

6,115

Other receivables

273,028

Total assets

1,126,639,449

 

 

 

Liabilities

Payable for investments purchased

$ 22,295,156

Payable for fund shares redeemed

1,004,722

Accrued management fee

654,093

Distribution and service plan fees payable

2,780

Other affiliated payables

259,457

Other payables and accrued expenses

667,020

Collateral on securities loaned, at value

3,828,100

Total liabilities

28,711,328

 

 

 

Net Assets

$ 1,097,928,121

Net Assets consist of:

 

Paid in capital

$ 1,119,079,477

Undistributed net investment income

4,480,160

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(177,294,491)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

151,662,975

Net Assets

$ 1,097,928,121

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($7,530,175 ÷ 430,387 shares)

$ 17.50

 

 

 

Maximum offering price per share (100/94.25 of $17.50)

$ 18.57

Class T:
Net Asset Value
and redemption price per share ($1,120,118 ÷ 64,167 shares)

$ 17.46

 

 

 

Maximum offering price per share (100/96.50 of $17.46)

$ 18.09

Class B:
Net Asset Value
and offering price per share ($305,259 ÷ 17,554 shares)A

$ 17.39

 

 

 

Class C:
Net Asset Value
and offering price per share ($709,608 ÷ 40,879 shares)A

$ 17.36

 

 

 

 

 

 

Worldwide:
Net Asset Value
, offering price and redemption price per share ($1,087,928,252 ÷ 61,872,662 shares)

$ 17.58

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($334,709 ÷ 19,050 shares)

$ 17.57

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Worldwide Fund
Financial Statements - continued

Statement of Operations

  

Year ended October 31, 2010

Investment Income

  

  

Dividends

 

$ 17,385,889

Interest

 

56,807

Income from Fidelity Central Funds

 

291,059

Income before foreign taxes withheld

 

17,733,755

Less foreign taxes withheld

 

(1,004,412)

Total income

 

16,729,343

 

 

 

Expenses

Management fee
Basic fee

$ 7,318,345

Performance adjustment

963,702

Transfer agent fees

2,662,400

Distribution and service plan fees

20,954

Accounting and security lending fees

482,070

Custodian fees and expenses

253,340

Independent trustees' compensation

5,982

Registration fees

81,815

Audit

77,918

Legal

5,594

Miscellaneous

14,254

Total expenses before reductions

11,886,374

Expense reductions

(325,816)

11,560,558

Net investment income (loss)

5,168,785

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $6,310)

100,622,328

Foreign currency transactions

(292,326)

Total net realized gain (loss)

 

100,330,002

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $504,850)

67,000,721

Assets and liabilities in foreign currencies

(9,475)

Total change in net unrealized appreciation (depreciation)

 

66,991,246

Net gain (loss)

167,321,248

Net increase (decrease) in net assets resulting from operations

$ 172,490,033

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 5,168,785

$ 8,075,049

Net realized gain (loss)

100,330,002

(130,252,833)

Change in net unrealized appreciation (depreciation)

66,991,246

233,691,843

Net increase (decrease) in net assets resulting from operations

172,490,033

111,514,059

Distributions to shareholders from net investment income

(6,419,967)

(11,746,083)

Distributions to shareholders from net realized gain

(993,213)

-

Total distributions

(7,413,180)

(11,746,083)

Share transactions - net increase (decrease)

(61,476,980)

(40,383,349)

Redemption fees

31,293

26,981

Total increase (decrease) in net assets

103,631,166

59,411,608

 

 

 

Net Assets

Beginning of period

994,296,955

934,885,347

End of period (including undistributed net investment income of $4,480,160 and undistributed net investment income of $5,696,383, respectively)

$ 1,097,928,121

$ 994,296,955

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 14.96

$ 10.88

Income from Investment Operations

 

 

Net investment income (loss)E

  .03

(.01)

Net realized and unrealized gain (loss)

  2.63

4.09

Total from investment operations

  2.66

4.08

Distributions from net investment income

  (.10)

-

Distributions from net realized gain

  (.02)

-

Total distributions

  (.12)

-

Redemption fees added to paid in capital E,J

  -

-

Net asset value, end of period

$ 17.50

$ 14.96

Total ReturnB,C,D

  17.85%

37.50%

Ratios to Average Net AssetsF,I

 

 

Expenses before reductions

  1.43%

1.52%A

Expenses net of fee waivers, if any

  1.43%

1.52%A

Expenses net of all reductions

  1.41%

1.49%A

Net investment income (loss)

  .21%

(.06)%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 7,530

$ 993

Portfolio turnover rateG

  166%

224%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

Financial Highlights - Class T

Years ended October 31,

2010

2009H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 14.94

$ 10.88

Income from Investment Operations

 

 

Net investment income (loss)E

  (.01)

(.01)

Net realized and unrealized gain (loss)

  2.62

4.07

Total from investment operations

  2.61

4.06

Distributions from net investment income

  (.08)

-

Distributions from net realized gain

  (.02)

-

Total distributions

  (.09)K

-

Redemption fees added to paid in capital E,J

  -

-

Net asset value, end of period

$ 17.46

$ 14.94

Total ReturnB,C,D

  17.53%

37.32%

Ratios to Average Net AssetsF,I

 

 

Expenses before reductions

  1.70%

1.73%A

Expenses net of fee waivers, if any

  1.70%

1.73%A

Expenses net of all reductions

  1.68%

1.70%A

Net investment income (loss)

  (.05) %

(.08)%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 1,120

$ 458

Portfolio turnover rateG

  166%

224%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Total distributions of $.09 per share is comprised of distributions from net investment income of $.075 and distributions from net realized gain of $.015 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 14.89

$ 10.88

Income from Investment Operations

 

 

Net investment income (loss)E

  (.09)

(.03)

Net realized and unrealized gain (loss)

  2.61

4.04

Total from investment operations

  2.52

4.01

Distributions from net investment income

  (.01)

-

Distributions from net realized gain

(.01)

-

Total distributions

  (.02)

-

Redemption fees added to paid in capital E,J

  -

-

Net asset value, end of period

$ 17.39

$ 14.89

Total ReturnB,C,D

  16.92%

36.86%

Ratios to Average Net AssetsF,I

 

 

Expenses before reductions

  2.19%

2.20%A

Expenses net of fee waivers, if any

  2.19%

2.20%A

Expenses net of all reductions

  2.17%

2.17%A

Net investment income (loss)

  (.55)%

(.30)%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 305

$ 224

Portfolio turnover rateG

  166%

224%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

Financial Highlights - Class C

Years ended October 31,

2010

2009H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 14.89

$ 10.88

Income from Investment Operations

 

 

Net investment income (loss)E

  (.09)

(.04)

Net realized and unrealized gain (loss)

  2.61

4.05

Total from investment operations

  2.52

4.01

Distributions from net investment income

  (.03)

-

Distributions from net realized gain

  (.02)

-

Total distributions

  (.05)

-

Redemption fees added to paid in capital E,J

  -

-

Net asset value, end of period

$ 17.36

$ 14.89

Total ReturnB,C,D

  16.94%

36.86%

Ratios to Average Net AssetsF,I

 

 

Expenses before reductions

  2.19%

2.18%A

Expenses net of fee waivers, if any

  2.19%

2.18%A

Expenses net of all reductions

  2.16%

2.15%A

Net investment income (loss)

  (.54)%

(.39)%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 710

$ 335

Portfolio turnover rateG

  166%

224%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Worldwide

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 14.98

$ 13.40

$ 25.18

$ 21.82

$ 19.05

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)B

  .08

.12

.16

.14

.17

Net realized and unrealized gain (loss)

  2.63

1.63

(9.44)

6.05

3.74

Total from investment operations

  2.71

1.75

(9.28)

6.19

3.91

Distributions from net investment income

  (.10)

(.17)

(.12)

(.17)

(.10)

Distributions from net realized gain

  (.02)

-

(2.38)

(2.66)

(1.04)

Total distributions

  (.11)G

(.17)

(2.50)

(2.83)

(1.14)

Redemption fees added to paid in capitalB,F

  -

-

-

-

-

Net asset value, end of period

$ 17.58

$ 14.98

$ 13.40

$ 25.18

$ 21.82

Total ReturnA

  18.18%

13.39%

(40.66)%

31.87%

21.31%

Ratios to Average Net AssetsC,E

 

 

 

 

 

Expenses before reductions

  1.15%

1.27%

1.21%

1.04%

1.08%

Expenses net of fee waivers, if any

  1.15%

1.27%

1.21%

1.04%

1.08%

Expenses net of all reductions

  1.12%

1.24%

1.19%

1.02%

1.02%

Net investment income (loss)

  .50%

.92%

.84%

.66%

.85%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 1,087,928

$ 991,996

$ 934,885

$ 1,773,603

$ 1,328,219

Portfolio turnover rateD

  166%

224%

264%

128%

205%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

G Total distributions of $.11 per share is comprised of distributions from net investment income of $.097 and distributions from net realized gain of $.015 per share.

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 15.00

$ 10.88

Income from Investment Operations

 

 

Net investment income (loss)D

  .07

.06

Net realized and unrealized gain (loss)

  2.63

4.06

Total from investment operations

  2.70

4.12

Distributions from net investment income

  (.11)

-

Distributions from net realized gain

  (.02)

-

Total distributions

  (.13)

-

Redemption fees added to paid in capital D,I

  -

-

Net asset value, end of period

$ 17.57

$ 15.00

Total ReturnB,C

  18.08%

37.87%

Ratios to Average Net AssetsE,H

 

 

Expenses before reductions

  1.21%

1.17%A

Expenses net of fee waivers, if any

  1.21%

1.17%A

Expenses net of all reductions

  1.19%

1.15%A

Net investment income (loss)

  .44%

.62%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 335

$ 290

Portfolio turnover rateF

  166%

224%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Worldwide Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Worldwide and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

Debt securities, including restricted securities, are valued based on evaluated prices received from independent pricing services or from dealers who make markets in such securities. For corporate bonds pricing services utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices and are generally categorized as Level 2 in the hierarchy.

Investments in open-end mutual funds, including Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing matrices which consider similar factors that would be used by independent pricing services. These are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to short-term capital gain distributions from the Fidelity Central Funds, foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), market discount, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 169,802,860

Gross unrealized depreciation

(32,295,987)

Net unrealized appreciation (depreciation)

$ 137,506,873

 

 

Tax Cost

$ 958,832,487

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 7,203,381

Capital loss carryforward

$ (165,341,843)

Net unrealized appreciation (depreciation)

$ 137,543,936

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 7,413,180

$ 11,746,083

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Operating Policies.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,661,853,880 and $1,707,033,315, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of Worldwide as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .80% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

 

Distribution
Fee

Service
Fee

Total
Fees

Retained
by FDC

Class A

-%

.25%

$ 8,876

$ 1,881

Class T

.25%

.25%

3,697

386

Class B

.75%

.25%

2,689

2,305

Class C

.75%

.25%

5,692

3,823

 

 

 

$ 20,954

$ 8,395

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 5,564

Class T

943

Class B*

250

Class C*

11

 

$ 6,768

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 10,509

.29

Class T

2,317

.31

Class B

823

.31

Class C

1,715

.30

Worldwide

2,645,955

.26

Institutional Class

1,081

.32

 

$ 2,662,400

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $34,964 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $4,054 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

Annual Report

Notes to Financial Statements - continued

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $257,400.During the period, there were no securities loaned to FCM.

9. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of Worldwide's operating expenses. During the period, this reimbursement reduced the class' expenses by $43,251.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $282,565 for the period.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009A

From net investment income

 

 

Class A

$ 9,814

$ -

Class T

2,409

-

Class B

75

-

Class C

827

-

Worldwide

6,404,601

11,746,083

Institutional Class

2,241

-

Total

$ 6,419,967

$ 11,746,083

From net realized gain

 

 

Class A

$ 1,404

$ -

Class T

480

-

Class B

191

-

Class C

373

-

Worldwide

990,471

-

Institutional Class

294

-

Total

$ 993,213

$ -

A Distributions for Class A, Class T, Class B Class C and Institutional class are for the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009A

2010

2009A

Class A

 

 

 

 

Shares sold

404,777

68,262

$ 6,463,954

$ 954,848

Reinvestment of distributions

589

-

9,399

-

Shares redeemed

(41,328)

(1,913)

(668,935)

(30,621)

Net increase (decrease)

364,038

66,349

$ 5,804,418

$ 924,227

Annual Report

11. Share Transactions - continued

 

Shares

Dollars

Years ended October 31,

2010

2009A

2010

2009A

Class T

 

 

 

 

Shares sold

57,729

31,350

$ 930,150

$ 413,190

Reinvestment of distributions

156

-

2,498

-

Shares redeemed

(24,377)

(691)

(385,540)

(10,728)

Net increase (decrease)

33,508

30,659

$ 547,108

$ 402,462

Class B

 

 

 

 

Shares sold

11,168

16,229

$ 177,092

$ 199,531

Reinvestment of distributions

16

-

260

-

Shares redeemed

(8,709)

(1,150)

(138,098)

(18,389)

Net increase (decrease)

2,475

15,079

$ 39,254

$ 181,142

Class C

 

 

 

 

Shares sold

34,028

23,542

$ 543,674

$ 304,403

Reinvestment of distributions

68

-

1,087

-

Shares redeemed

(15,747)

(1,012)

(246,126)

(14,575)

Net increase (decrease)

18,349

22,530

$ 298,635

$ 289,828

Worldwide

 

 

 

 

Shares sold

8,421,228

9,823,250

$ 135,177,567

$ 126,506,866

Reinvestment of distributions

449,494

959,833

7,194,622

11,413,258

Shares redeemed

(13,209,138)

(14,319,175)

(210,537,866)

(180,350,310)

Net increase (decrease)

(4,338,416)

(3,536,092)

$ (68,165,677)

$ (42,430,186)

Institutional Class

 

 

 

 

Shares sold

9,920

19,375

$ 162,697

$ 249,261

Reinvestment of distributions

158

-

2,535

-

Shares redeemed

(10,397)

(6)

(165,950)

(83)

Net increase (decrease)

(319)

19,369

$ (718)

$ 249,178

A Share transactions for Class A, Class T, Class B Class C and Institutional class are for the period February 19, 2009 (commencement of sale of shares) to October 31, 2009.

12. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity Worldwide Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Worldwide Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2010, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Worldwide Fund as of October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and its financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 17, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

Trustees and Officers - continued

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999 -
present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994 - present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Annual Report

Trustees and Officers - continued

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-
present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Worldwide Fund voted to pay on December 6, 2010 to shareholders of record at the opening of business on December 3, 2010, the following distributions per share derived from capital gains realized from sales of portfolio securities and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Institutional Class

12/06/10

12/03/10

$0.092

$0.046

A percentage of the dividends distributed during the fiscal year for the following funds qualify for the dividends-received deduction for corporate shareholders:

 

Ex Date

%

Institutional Class

12/04/2009

50%

Institutional Class

12/30/2009

100%

A percentage of the dividends distributed during the fiscal year for the following fund may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code:

 

Ex Date

%

Institutional Class

12/04/2009

100%

Institutional Class

12/30/2009

100%

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Institutional Class

12/07/2009

$0.111

$0.0113

Institutional Class

12/31/2009

$0.004

$0.000

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Worldwide Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It reviewed the fund's absolute investment performance for the retail class, as well as the fund's relative investment performance for the retail class measured over multiple periods against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, the cumulative total returns of the retail class of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. (The Advisor classes of the fund had less than one year of performance as of December 31, 2009.) The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the retail class of the fund.

Fidelity Worldwide Fund

fid454

The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class of the fund was in the third quartile for the one-year period and the second quartile for the three- and five-year periods. The Board also noted that the investment performance of the retail class of the fund compared favorably to its benchmark for the three- and five-year periods, although the fund's one-year cumulative total return was below its benchmark. The Board also reviewed the fund's performance since inception as well as performance in the current year.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 15% means that 85% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Fidelity Worldwide Fund

fid456

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class B, Class C, and the retail class of Worldwide Fund ranked below its competitive median for 2009, the total expenses of Class A ranked equal to its competitive median for 2009, and the total expenses of each of Class T and Institutional Class ranked above its competitive median for 2009. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Annual Report

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investments (Japan) Limited

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Ltd.
Fidelity Management & Research
(Hong Kong) Limited
Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

JPMorgan Chase Bank
New York, NY

AWLDI-UANN-1210
1.883436.101

fid233

Fidelity's
Targeted International Equity
Funds
®

Fidelity® Canada Fund
Fidelity China Region Fund
Fidelity Emerging Asia Fund (formerly Fidelity Southeast Asia Fund)
Fidelity Emerging Markets Fund
Fidelity Europe Capital Appreciation Fund
Fidelity Europe Fund
Fidelity Japan Fund
Fidelity Japan Smaller Companies Fund
Fidelity Latin America Fund
Fidelity Nordic Fund
Fidelity Pacific Basin Fund

Annual Report

October 31, 2010

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Note to shareholders

<Click Here>

An explanation of the changes to Fidelity Emerging Asia Fund.

Fidelity® Canada Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion of Fund Performance

 

<Click Here>

Shareholder Expense Example

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

Fidelity China Region Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion of Fund Performance

 

<Click Here>

Shareholder Expense Example

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

Fidelity Emerging Asia Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion of Fund Performance

 

<Click Here>

Shareholder Expense Example

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

Fidelity Emerging Markets Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion of Fund Performance

 

<Click Here>

Shareholder Expense Example

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

Fidelity Europe Capital Appreciation Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion of Fund Performance

 

<Click Here>

Shareholder Expense Example

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

Fidelity Europe Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion of Fund Performance

 

<Click Here>

Shareholder Expense Example

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

Fidelity Japan Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion of Fund Performance

 

<Click Here>

Shareholder Expense Example

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

Fidelity Japan Smaller Companies Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion of Fund Performance

 

<Click Here>

Shareholder Expense Example

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

Fidelity Latin America Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion of Fund Performance

 

<Click Here>

Shareholder Expense Example

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

Fidelity Nordic Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion of Fund Performance

 

<Click Here>

Shareholder Expense Example

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

Fidelity Pacific Basin Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion of Fund Performance

 

<Click Here>

Shareholder Expense Example

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Proxy Voting Results

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the funds. This report is not authorized for distribution to prospective investors in the funds unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the funds nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities staged a rally during the third quarter of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remained about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or saving plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Note to shareholders

Fidelity® Emerging Asia Fund (formerly known as Fidelity Southeast Asia Fund)

In connection with shareholder approval on November 16, 2010, of an amended management contract, the fund's primary benchmark and performance fee adjustment index has changed to the MSCI® AC (All Country) Asia ex Japan Index from the MSCI AC (All Country) Far East ex Japan Index, and the fund has modified its investment strategy to include India. Additionally, the fund has changed its name to Fidelity Emerging Asia Fund to reflect its new investment strategy. The changes were effective on December 1, 2010.

Annual Report

Fidelity Canada Fund

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

Fidelity® Canada Fund

22.97%

8.98%

11.10%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity® Canada Fund, a class of the fund, on October 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the S&P®/TSX Composite Index performed over the same period.

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Annual Report

Fidelity Canada Fund

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Douglas Lober, Portfolio Manager of Fidelity® Canada Fund: For the 12 months ending October 31, 2010, the fund's Retail Class shares returned 22.97%, trailing the 26.45% gain of the S&P/TSX Composite Index. It was a solid period for Canadian equities, bolstered by a strengthening economy, surging global commodity prices and a strong Canadian dollar relative to the U.S. dollar. Versus the index, positioning in materials and technology hurt performance the most this period. Conversely, overweighting the top-performing health care sector, security selection in industrials and underweighting financials, especially insurance, supported results. The fund's biggest individual detractors were pairs of tech and materials stocks: enterprise software company Open Text, BlackBerry maker Research In Motion, base-metals producer Teck Resources and Barrick Gold. On the upside, underweighting Canadian life insurer Manulife Financial, which was sold from the fund, was the fund's largest contributor, followed by specialty pharmaceutical firm Biovail - which merged with Valeant Pharmaceuticals International - and crude oil and natural gas company Pacific Rubiales Energy.

Note to shareholders: Fidelity Canada Fund may invest up to 35% of its total assets in any industry that represents more than 20% of the Canadian market. As of October 31, 2010, the fund did not have more than 25% of its assets invested in any one industry.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity Canada Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to
October 31, 2010

Class A

1.24%

 

 

 

Actual

 

$ 1,000.00

$ 1,036.60

$ 6.37

HypotheticalA

 

$ 1,000.00

$ 1,018.95

$ 6.31

Class T

1.50%

 

 

 

Actual

 

$ 1,000.00

$ 1,035.10

$ 7.69

HypotheticalA

 

$ 1,000.00

$ 1,017.64

$ 7.63

Class B

2.00%

 

 

 

Actual

 

$ 1,000.00

$ 1,032.50

$ 10.25

HypotheticalA

 

$ 1,000.00

$ 1,015.12

$ 10.16

Class C

1.98%

 

 

 

Actual

 

$ 1,000.00

$ 1,032.60

$ 10.14

HypotheticalA

 

$ 1,000.00

$ 1,015.22

$ 10.06

Canada

.92%

 

 

 

Actual

 

$ 1,000.00

$ 1,038.00

$ 4.73

HypotheticalA

 

$ 1,000.00

$ 1,020.57

$ 4.69

Institutional Class

.94%

 

 

 

Actual

 

$ 1,000.00

$ 1,038.00

$ 4.83

HypotheticalA

 

$ 1,000.00

$ 1,020.47

$ 4.79

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Fidelity Canada Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

fid249

Canada

98.4%

 

fid267

United States of America

1.6%

 

fid547

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

fid249

Canada

98.2%

 

fid267

United States of America

1.8%

 

fid551

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

99.1

99.3

Short-Term Investments and Net Other Assets

0.9

0.7

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Magna International, Inc. Class A (sub. vtg.) (Auto Components)

5.1

1.3

Royal Bank of Canada (Commercial Banks)

5.1

6.1

Toronto-Dominion Bank (Commercial Banks)

4.5

5.3

Canadian National Railway Co. (Road & Rail)

4.2

5.3

Bank of Nova Scotia (Commercial Banks)

3.9

2.4

Valeant Pharmaceuticals International, Inc. (Pharmaceuticals)

3.7

0.0

Barrick Gold Corp. (Metals & Mining)

3.7

0.0

Talisman Energy, Inc. (Oil, Gas & Consumable Fuels)

3.6

2.5

Goldcorp, Inc. (Metals & Mining)

3.6

3.6

SXC Health Solutions Corp. (Health Care Technology)

3.5

1.7

 

40.9

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Materials

24.0

18.1

Financials

20.2

26.4

Energy

15.6

20.9

Consumer Discretionary

11.0

7.4

Industrials

9.3

8.8

Health Care

7.2

1.7

Information Technology

5.8

9.6

Telecommunication Services

4.5

3.7

Consumer Staples

1.5

1.9

Utilities

0.0

0.8

Annual Report

Fidelity Canada Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 99.1%

Shares

Value

CONSUMER DISCRETIONARY - 11.0%

Auto Components - 5.1%

Magna International, Inc. Class A (sub. vtg.)

2,425,200

$ 219,335,670

Hotels, Restaurants & Leisure - 1.0%

Tim Hortons, Inc.

1,110,300

41,738,310

Household Durables - 0.4%

Dorel Industries, Inc. Class B (sub. vtg.)

450,000

15,169,134

Media - 1.3%

Astral Media, Inc. Class A (non-vtg.)

400,000

16,040,788

Corus Entertainment, Inc. Class B (non-vtg.)

600,000

12,954,211

Groupe Aeroplan, Inc.

100,000

1,215,805

Quebecor, Inc. Class B (sub. vtg.)

750,000

27,054,123

 

57,264,927

Multiline Retail - 1.0%

Dollarama, Inc.

1,678,775

44,244,997

Textiles, Apparel & Luxury Goods - 2.2%

Gildan Activewear, Inc. (a)

3,269,100

94,204,186

TOTAL CONSUMER DISCRETIONARY

471,957,224

CONSUMER STAPLES - 1.5%

Food & Staples Retailing - 1.5%

Alimentation Couche-Tard, Inc. Class B (sub. vtg.)

1,290,200

30,638,929

Metro, Inc. Class A (sub. vtg.)

700,000

32,120,796

 

62,759,725

ENERGY - 15.6%

Oil, Gas & Consumable Fuels - 15.6%

Baytex Energy Trust

850,000

31,669,772

Cameco Corp.

400,000

12,373,762

Cenovus Energy, Inc.

2,000,000

55,652,515

Crescent Point Energy Corp.

783,400

31,031,827

Enbridge, Inc.

2,508,900

138,765,613

Gran Tierra Energy, Inc. (a)

1,300,000

9,687,224

Keyera Facilities Income Fund

958,402

29,741,566

Niko Resources Ltd.

145,000

13,833,219

Pacific Rubiales Energy Corp. (a)

1,200,000

38,250,809

Petrobank Energy & Resources Ltd. (a)

350,000

13,929,307

Suncor Energy, Inc.

4,307,600

138,025,657

Talisman Energy, Inc.

8,500,000

154,098,441

 

667,059,712

FINANCIALS - 20.2%

Commercial Banks - 17.4%

Bank of Nova Scotia

3,100,000

166,170,213

Canadian Imperial Bank of Commerce

1,344,600

103,135,658

National Bank of Canada

1,000,000

65,820,178

Royal Bank of Canada

4,040,000

215,448,181

Toronto-Dominion Bank

2,665,800

191,982,557

 

742,556,787

 

Shares

Value

Insurance - 0.8%

Intact Financial Corp.

741,100

$ 33,563,495

Real Estate Investment Trusts - 0.0%

RioCan (REIT)

100,000

2,260,025

Real Estate Management & Development - 2.0%

Brookfield Asset Management, Inc. Class A

1,750,000

51,956,074

Brookfield Properties Corp. (d)

1,900,000

32,824,787

 

84,780,861

TOTAL FINANCIALS

863,161,168

HEALTH CARE - 7.2%

Health Care Technology - 3.5%

SXC Health Solutions Corp. (a)(e)

3,803,234

148,489,830

Pharmaceuticals - 3.7%

Valeant Pharmaceuticals International, Inc.

5,688,351

157,393,142

TOTAL HEALTH CARE

305,882,972

INDUSTRIALS - 9.3%

Airlines - 0.8%

Air Canada Class A (a)(d)

9,475,000

35,116,678

Commercial Services & Supplies - 2.1%

IESI-BFC Ltd.

3,750,000

87,765,957

Construction & Engineering - 0.8%

SNC-Lavalin Group, Inc.

650,000

33,204,236

Road & Rail - 4.5%

Canadian National Railway Co.

2,750,000

178,120,404

Contrans Group, Inc. Class A

878,500

7,536,891

CSX Corp.

100,000

6,145,000

 

191,802,295

Trading Companies & Distributors - 1.1%

Finning International, Inc.

2,050,000

48,199,823

TOTAL INDUSTRIALS

396,088,989

INFORMATION TECHNOLOGY - 5.8%

Communications Equipment - 2.0%

Research In Motion Ltd. (a)

1,530,000

87,133,507

Internet Software & Services - 2.1%

Open Text Corp. (a)

1,993,740

88,202,323

IT Services - 0.9%

CGI Group, Inc. Class A (sub. vtg.) (a)

2,590,000

39,844,200

Software - 0.8%

MacDonald Dettwiler & Associates Ltd. (a)

650,000

32,382,096

TOTAL INFORMATION TECHNOLOGY

247,562,126

Common Stocks - continued

Shares

Value

MATERIALS - 24.0%

Chemicals - 5.2%

Agrium, Inc.

950,000

$ 84,036,670

Potash Corp. of Saskatchewan, Inc.

950,000

137,390,921

 

221,427,591

Metals & Mining - 18.5%

Barrick Gold Corp.

3,250,000

156,525,149

Consolidated Thompson Iron Mines Ltd. (a)

2,250,000

21,796,255

Detour Gold Corp. (a)

1,280,000

37,387,195

Eldorado Gold Corp.

5,470,000

92,623,689

European Goldfields Ltd. (a)

600,000

8,106,677

Goldcorp, Inc.

3,400,000

151,814,884

Grande Cache Coal Corp. (a)

2,500,000

17,158,545

IAMGOLD Corp.

2,000,000

36,493,774

Ivanhoe Mines Ltd. (a)

800,000

19,154,819

Kinross Gold Corp.

300,000

5,397,588

Osisko Mining Corp. (a)

1,665,700

23,093,439

Pan American Silver Corp.

800,000

25,536,002

Silver Wheaton Corp. (a)

1,875,900

53,928,216

Teck Resources Ltd. Class B (sub. vtg.)

2,400,000

107,304,638

Walter Energy, Inc.

200,000

17,592,000

Yamana Gold, Inc.

1,500,000

16,501,618

 

790,414,488

Paper & Forest Products - 0.3%

Sino-Forest Corp. (a)

600,000

11,859,986

TOTAL MATERIALS

1,023,702,065

TELECOMMUNICATION SERVICES - 4.5%

Diversified Telecommunication Services - 2.8%

BCE, Inc. (d)

2,300,000

77,147,760

TELUS Corp. (d)

1,000,000

44,318,070

 

121,465,830

 

Shares

Value

Wireless Telecommunication Services - 1.7%

Rogers Communications, Inc. Class B (non-vtg.)

2,000,000

$ 72,869,889

TOTAL TELECOMMUNICATION SERVICES

194,335,719

TOTAL COMMON STOCKS

(Cost $3,395,319,218)

4,232,509,700

Money Market Funds - 1.1%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)

16,109,355

16,109,355

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

31,292,644

31,292,644

TOTAL MONEY MARKET FUNDS

(Cost $47,401,999)

47,401,999

TOTAL INVESTMENT PORTFOLIO - 100.2%

(Cost $3,442,721,217)

4,279,911,699

NET OTHER ASSETS (LIABILITIES) - (0.2)%

(9,998,244)

NET ASSETS - 100%

$ 4,269,913,455

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Affiliated company

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 71,952

Fidelity Securities Lending Cash Central Fund

3,863,210

Total

$ 3,935,162

Other Affiliated Issuers

An affiliated company is a company in which the Fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate

Value,
beginning of period

Purchases

Sales
Proceeds

Dividend
Income

Value,
end of
period

Air Canada Class A

$ -

$ 16,193,836

$ -

$ -

$ -

Grande Cache Coal Corp.

-

40,052,532

26,878,041

-

-

SXC Health Solutions Corp.

16,519,740

103,932,396

-

-

148,489,830

Total

$ 16,519,740

$ 160,178,764

$ 26,878,041

$ -

$ 148,489,830

Other Information

All investments are categorized as Level 1 under the Fair Value Hierarchy. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $243,313,729 of which $92,395,948 and $150,917,781 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Canada Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $29,757,421) - See accompanying schedule:

Unaffiliated issuers (cost $3,276,154,840)

$ 4,084,019,870

 

Fidelity Central Funds (cost $47,401,999)

47,401,999

 

Other affiliated issuers (cost $119,164,378)

148,489,830

 

Total Investments (cost $3,442,721,217)

 

$ 4,279,911,699

Foreign currency held at value (cost $1,389,752)

1,389,866

Receivable for investments sold

57,939,322

Receivable for fund shares sold

4,954,632

Dividends receivable

4,499,672

Distributions receivable from Fidelity Central Funds

9,305

Other receivables

318,991

Total assets

4,349,023,487

 

 

 

Liabilities

Payable for investments purchased

$ 40,343,297

Payable for fund shares redeemed

4,151,509

Accrued management fee

2,176,024

Distribution and service plan fees payable

102,860

Other affiliated payables

915,239

Other payables and accrued expenses

128,459

Collateral on securities loaned, at value

31,292,644

Total liabilities

79,110,032

 

 

 

Net Assets

$ 4,269,913,455

Net Assets consist of:

 

Paid in capital

$ 3,663,079,350

Undistributed net investment income

26,745,120

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(257,197,673)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

837,286,658

Net Assets

$ 4,269,913,455

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($170,445,854 ÷ 3,167,830 shares)

$ 53.81

 

 

 

Maximum offering price per share (100/94.25 of $53.81)

$ 57.09

Class T:
Net Asset Value
and redemption price per share ($31,521,786 ÷ 587,692 shares)

$ 53.64

 

 

 

Maximum offering price per share (100/96.50 of $53.64)

$ 55.59

Class B:
Net Asset Value
and offering price per share ($13,463,848 ÷ 253,888 shares) A

$ 53.03

 

 

 

Class C:
Net Asset Value
and offering price per share ($54,052,232 ÷ 1,022,372 shares) A

$ 52.87

 

 

 

Canada:
Net Asset Value
, offering price and redemption price per share ($3,953,692,786 ÷ 73,023,771 shares)

$ 54.14

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($46,736,949 ÷ 865,188 shares)

$ 54.02

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 77,463,667

Interest

 

460

Income from Fidelity Central Funds (including $3,863,210 from security lending)

 

3,935,162

Income before foreign taxes withheld

 

81,399,289

Less foreign taxes withheld

 

(11,557,812)

Total income

 

69,841,477

 

 

 

Expenses

Management fee
Basic fee

$ 27,220,833

Performance adjustment

(2,434,973)

Transfer agent fees

9,229,104

Distribution and service plan fees

943,339

Accounting and security lending fees

1,532,504

Custodian fees and expenses

339,998

Independent trustees' compensation

21,432

Registration fees

169,539

Audit

70,900

Legal

18,293

Interest

1,574

Miscellaneous

50,594

Total expenses before reductions

37,163,137

Expense reductions

(1,984,527)

35,178,610

Net investment income (loss)

34,662,867

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

86,472,773

Other affiliated issuers

(2,411,623)

 

Investment not meeting investment restrictions

(275,664)

Foreign currency transactions

(295,766)

Payment from investment advisor for loss on investment not meeting investment restrictions

275,664

Capital gain distributions from Fidelity Central Funds

1,133

Total net realized gain (loss)

 

83,766,517

Change in net unrealized appreciation (depreciation) on:

Investment securities

640,635,315

Assets and liabilities in foreign currencies

411,031

Total change in net unrealized appreciation (depreciation)

 

641,046,346

Net gain (loss)

724,812,863

Net increase (decrease) in net assets resulting from operations

$ 759,475,730

Statement of Changes in Net Assets

 

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 34,662,867

$ 34,444,185

Net realized gain (loss)

83,766,517

(171,178,890)

Change in net unrealized appreciation (depreciation)

641,046,346

537,944,481

Net increase (decrease) in net assets resulting from operations

759,475,730

401,209,776

Distributions to shareholders from net investment income

(34,208,293)

(10,179,804)

Share transactions - net increase (decrease)

243,266,632

30,108,212

Redemption fees

759,127

779,120

Total increase (decrease) in net assets

969,293,196

421,917,304

 

 

 

Net Assets

Beginning of period

3,300,620,259

2,878,702,955

End of period (including undistributed net investment income of $26,745,120 and undistributed net investment income of $26,298,051, respectively)

$ 4,269,913,455

$ 3,300,620,259

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009

2008

2007 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 44.24

$ 38.20

$ 70.16

$ 54.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) E

  .31

.38

.39

.19

Net realized and unrealized gain (loss)

  9.64

5.72

(28.71)

15.96

Total from investment operations

  9.95

6.10

(28.32)

16.15

Distributions from net investment income

  (.39)

(.07)

(.41)

-

Distributions from net realized gain

  -

-

(3.27)

-

Total distributions

  (.39)

(.07)

(3.68)

-

Redemption fees added to paid in capital E

  .01

.01

.04

.01

Net asset value, end of period

$ 53.81

$ 44.24

$ 38.20

$ 70.16

Total Return B, C, D

  22.62%

16.08%

(42.23)%

29.93%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  1.24%

1.42%

1.34%

1.23% A

Expenses net of fee waivers, if any

  1.24%

1.42%

1.34%

1.23% A

Expenses net of all reductions

  1.18%

1.39%

1.31%

1.22% A

Net investment income (loss)

  .63%

.98%

.69%

.63% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 170,446

$ 83,015

$ 56,242

$ 20,912

Portfolio turnover rate G

  143%

123%

63%

42%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class T

Years ended October 31,

2010

2009

2008

2007 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 44.11

$ 38.10

$ 70.09

$ 54.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) E

  .18

.27

.23

.09

Net realized and unrealized gain (loss)

  9.60

5.73

(28.66)

15.99

Total from investment operations

  9.78

6.00

(28.43)

16.08

Distributions from net investment income

  (.26)

-

(.33)

-

Distributions from net realized gain

  -

-

(3.27)

-

Total distributions

  (.26)

-

(3.60)

-

Redemption fees added to paid in capital E

  .01

.01

.04

.01

Net asset value, end of period

$ 53.64

$ 44.11

$ 38.10

$ 70.09

Total Return B, C, D

  22.27%

15.77%

(42.40)%

29.80%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  1.51%

1.70%

1.63%

1.48% A

Expenses net of fee waivers, if any

  1.51%

1.70%

1.63%

1.48% A

Expenses net of all reductions

  1.46%

1.67%

1.60%

1.47% A

Net investment income (loss)

  .36%

.71%

.40%

.30% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 31,522

$ 17,727

$ 14,963

$ 14,522

Portfolio turnover rate G

  143%

123%

63%

42%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009

2008

2007 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 43.68

$ 37.91

$ 69.88

$ 54.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) E

  (.07)

.08

(.06)

(.06)

Net realized and unrealized gain (loss)

  9.50

5.68

(28.54)

15.93

Total from investment operations

  9.43

5.76

(28.60)

15.87

Distributions from net investment income

  (.09)

-

(.14)

-

Distributions from net realized gain

  -

-

(3.27)

-

Total distributions

  (.09)

-

(3.41)

-

Redemption fees added to paid in capital E

  .01

.01

.04

.01

Net asset value, end of period

$ 53.03

$ 43.68

$ 37.91

$ 69.88

Total Return B, C, D

  21.64%

15.22%

(42.68)%

29.41%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  2.01%

2.19%

2.13%

2.00% A

Expenses net of fee waivers, if any

  2.01%

2.19%

2.13%

2.00% A

Expenses net of all reductions

  1.96%

2.16%

2.10%

1.99% A

Net investment income (loss)

  (.14)%

.21%

(.10)%

(.21)% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 13,464

$ 7,283

$ 5,615

$ 4,078

Portfolio turnover rate G

  143%

123%

63%

42%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class C

Years ended October 31,

2010

2009

2008

2007 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 43.60

$ 37.84

$ 69.91

$ 54.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) E

  (.06)

.09

(.05)

(.04)

Net realized and unrealized gain (loss)

  9.48

5.66

(28.52)

15.94

Total from investment operations

  9.42

5.75

(28.57)

15.90

Distributions from net investment income

  (.16)

-

(.27)

-

Distributions from net realized gain

  -

-

(3.27)

-

Total distributions

  (.16)

-

(3.54)

-

Redemption fees added to paid in capital E

  .01

.01

.04

.01

Net asset value, end of period

$ 52.87

$ 43.60

$ 37.84

$ 69.91

Total Return B, C, D

  21.68%

15.22%

(42.69)%

29.46%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  1.99%

2.18%

2.13%

1.99% A

Expenses net of fee waivers, if any

  1.99%

2.18%

2.13%

1.99% A

Expenses net of all reductions

  1.94%

2.15%

2.10%

1.97% A

Net investment income (loss)

  (.12)%

.22%

(.10)%

(.15)% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 54,052

$ 24,848

$ 16,716

$ 8,752

Portfolio turnover rate G

  143%

123%

63%

42%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Canada

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 44.46

$ 38.37

$ 70.25

$ 49.48

$ 39.14

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .46

.48

.58

.52

.34

Net realized and unrealized gain (loss)

  9.68

5.74

(28.83)

21.62

10.15

Total from investment operations

  10.14

6.22

(28.25)

22.14

10.49

Distributions from net investment income

  (.47)

(.14)

(.40)

(.36)

(.16)

Distributions from net realized gain

  -

-

(3.27)

(1.03)

(.01)

Total distributions

  (.47)

(.14)

(3.67)

(1.39)

(.17)

Redemption fees added to paid in capital B

  .01

.01

.04

.02

.02

Net asset value, end of period

$ 54.14

$ 44.46

$ 38.37

$ 70.25

$ 49.48

Total Return A

  22.97%

16.40%

(42.06)%

46.03%

26.93%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  .94%

1.17%

1.03%

.96%

1.00%

Expenses net of fee waivers, if any

  .94%

1.17%

1.03%

.96%

1.00%

Expenses net of all reductions

  .89%

1.13%

1.00%

.94%

.97%

Net investment income (loss)

  .93%

1.24%

1.00%

.94%

.74%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 3,953,693

$ 3,149,791

$ 2,776,298

$ 4,890,617

$ 3,136,927

Portfolio turnover rate D

  143%

123%

63%

42%

50%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009

2008

2007 G

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 44.39

$ 38.31

$ 70.25

$ 54.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) D

  .46

.49

.52

.25

Net realized and unrealized gain (loss)

  9.65

5.72

(28.78)

15.99

Total from investment operations

  10.11

6.21

(28.26)

16.24

Distributions from net investment income

  (.49)

(.14)

(.45)

-

Distributions from net realized gain

  -

-

(3.27)

-

Total distributions

  (.49)

(.14)

(3.72)

-

Redemption fees added to paid in capital D

  .01

.01

.04

.01

Net asset value, end of period

$ 54.02

$ 44.39

$ 38.31

$ 70.25

Total Return B, C

  22.94%

16.40%

(42.11)%

30.09%

Ratios to Average Net Assets E, H

 

 

 

 

Expenses before reductions

  .95%

1.17%

1.11%

1.01% A

Expenses net of fee waivers, if any

  .95%

1.17%

1.11%

1.01% A

Expenses net of all reductions

  .90%

1.14%

1.08%

.99% A

Net investment income (loss)

  .92%

1.23%

.92%

.83% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 46,737

$ 17,956

$ 8,870

$ 4,064

Portfolio turnover rate F

  143%

123%

63%

42%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Canada Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Canada and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010 is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Security Valuation - continued

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to short-term gain distributions from Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 808,571,125

Gross unrealized depreciation

(20,169,137)

Net unrealized appreciation (depreciation)

$ 788,401,988

 

 

Tax Cost

$ 3,491,509,711

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 61,650,009

Capital loss carryforward

$ (243,313,729)

Net unrealized appreciation (depreciation)

$ 788,498,050

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 34,208,293

$ 10,179,804

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $5,636,566,398 and $5,347,008,329, respectively.

The Fund realized a loss on the sale of an investment not meeting the investment restrictions of the Fund. The loss was fully reimbursed by the Fund's investment advisor.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of Canada, as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .64% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to FDC

Retained
by FDC

Class A

-%

.25%

$ 312,428

$ 11,816

Class T

.25%

.25%

123,743

-

Class B

.75%

.25%

105,189

78,891

Class C

.75%

.25%

401,979

204,393

 

 

 

$ 943,339

$ 295,100

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 169,728

Class T

20,643

Class B*

19,800

Class C*

8,543

 

$ 218,714

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 357,370

.28

Class T

77,021

.31

Class B

32,593

.31

Class C

116,977

.29

Canada

8,568,457

.24

Institutional Class

76,686

.25

 

$ 9,229,104

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $650 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 7,003,722

.45%

$ 1,574

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $14,854 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned

Annual Report

7. Security Lending - continued

securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. During the period, there were no securities loaned to FCM.

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $1,984,527 for the period.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Class A

$ 756,039

$ 107,700

Class T

106,904

-

Class B

15,600

-

Class C

97,752

-

Canada

33,027,962

10,039,164

Institutional Class

204,036

32,940

Total

$ 34,208,293

$ 10,179,804

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Class A

 

 

 

 

Shares sold

2,050,255

894,135

$ 102,518,373

$ 37,345,647

Reinvestment of distributions

14,622

3,241

696,013

102,525

Shares redeemed

(773,357)

(493,476)

(38,292,678)

(17,901,706)

Net increase (decrease)

1,291,520

403,900

$ 64,921,708

$ 19,546,466

Class T

 

 

 

 

Shares sold

296,633

153,535

$ 14,818,898

$ 6,072,136

Reinvestment of distributions

2,182

-

103,790

-

Shares redeemed

(113,003)

(144,414)

(5,600,141)

(5,034,459)

Net increase (decrease)

185,812

9,121

$ 9,322,547

$ 1,037,677

Class B

 

 

 

 

Shares sold

134,473

68,778

$ 6,579,801

$ 2,732,178

Reinvestment of distributions

263

-

12,424

-

Shares redeemed

(47,606)

(50,130)

(2,342,627)

(1,849,231)

Net increase (decrease)

87,130

18,648

$ 4,249,598

$ 882,947

Class C

 

 

 

 

Shares sold

647,123

311,799

$ 31,812,568

$ 13,003,041

Reinvestment of distributions

1,580

-

74,410

-

Shares redeemed

(196,235)

(183,651)

(9,599,233)

(6,643,635)

Net increase (decrease)

452,468

128,148

$ 22,287,745

$ 6,359,406

Canada

 

 

 

 

Shares sold

20,151,337

19,139,057

$ 1,010,632,290

$ 774,158,834

Reinvestment of distributions

659,119

306,492

31,486,105

9,628,844

Shares redeemed

(18,629,713)

(20,957,211)

(923,131,901)

(789,350,714)

Net increase (decrease)

2,180,743

(1,511,662)

$ 118,986,494

$ (5,563,036)

Annual Report

Notes to Financial Statements - continued

10. Share Transactions - continued

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Institutional Class

 

 

 

 

Shares sold

717,543

280,690

$ 36,118,321

$ 11,718,786

Reinvestment of distributions

2,830

737

134,893

23,131

Shares redeemed

(259,715)

(108,451)

(12,754,674)

(3,897,165)

Net increase (decrease)

460,658

172,976

$ 23,498,540

$ 7,844,752

11. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Fidelity China Region Fund

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

Fidelity China Region Fund

20.97%

16.80%

11.02%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity China Region Fund, a class of the fund, on October 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the MSCI® Golden Dragon Index performed over the same period.

fid553

Annual Report

Fidelity China Region Fund

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Joseph Tse, who became Portfolio Manager of Fidelity® China Region Fund on January 19, 2010: During the past year, the fund's Retail Class shares returned 20.97%, versus 16.14% for the MSCI Golden Dragon Index. Stock picking and an overweighting in consumer discretionary aided relative performance, as did stock selection in information technology, industrials, health care and financials, among other sectors. Geographically, security selection in China and Hong Kong added value. The largest relative contributor was China Shineway Pharmaceutical Group, as better-than-expected sales lifted the stock, which was sold from the fund. Other contributors included BOC Hong Kong and Chinese online travel services provider Ctrip.com International, an out-of-benchmark holding. Underweighting and ultimately selling Hong Kong apparel wholesaler/retailer Esprit Holdings also added value. Conversely, underweighting Taiwan's Nan Ya Plastics detracted, as did not owning Taiwan-based index component Formosa Chemicals & Fibre. Underweighting Hong Kong shoe manufacturer/retailer Belle International Holdings also hurt.

Note to shareholders: Fidelity China Region Fund may invest up to 35% of its total assets in any industry that represents more than 20% of the Hong Kong, Taiwanese and Chinese market. As of October 31, 2010, the fund did not have more than 25% of its total assets invested in any one industry.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity China Region Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to
October 31, 2010

Class A

1.37%

 

 

 

Actual

 

$ 1,000.00

$ 1,152.80

$ 7.43

HypotheticalA

 

$ 1,000.00

$ 1,018.30

$ 6.97

Class T

1.63%

 

 

 

Actual

 

$ 1,000.00

$ 1,151.40

$ 8.84

HypotheticalA

 

$ 1,000.00

$ 1,016.99

$ 8.29

Class B

2.12%

 

 

 

Actual

 

$ 1,000.00

$ 1,148.60

$ 11.48

HypotheticalA

 

$ 1,000.00

$ 1,014.52

$ 10.76

Class C

2.12%

 

 

 

Actual

 

$ 1,000.00

$ 1,148.80

$ 11.48

HypotheticalA

 

$ 1,000.00

$ 1,014.52

$ 10.76

China Region

1.06%

 

 

 

Actual

 

$ 1,000.00

$ 1,154.60

$ 5.76

HypotheticalA

 

$ 1,000.00

$ 1,019.86

$ 5.40

Institutional Class

1.08%

 

 

 

Actual

 

$ 1,000.00

$ 1,154.70

$ 5.87

HypotheticalA

 

$ 1,000.00

$ 1,019.76

$ 5.50

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Fidelity China Region Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

fid249

Hong Kong

32.0%

 

fid251

China

31.3%

 

fid253

Taiwan

18.3%

 

fid255

Cayman Islands

8.5%

 

fid257

Bermuda

4.3%

 

fid259

United States of America

3.5%

 

fid261

Japan

1.0%

 

fid263

United Kingdom

0.8%

 

fid265

Singapore

0.2%

 

fid267

Other

0.1%

 

fid565

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

fid249

China

37.2%

 

fid251

Hong Kong

28.0%

 

fid255

Taiwan

18.7%

 

fid257

Cayman Islands

9.1%

 

fid259

Bermuda

5.2%

 

fid261

United States of America

1.2%

 

fid263

Canada

0.2%

 

fid265

Japan

0.2%

 

fid267

British Virgin Islands

0.2%

 

fid576

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

96.6

99.1

Short-Term Investments and Net Other Assets

3.4

0.9

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

CNOOC Ltd. (Oil, Gas & Consumable Fuels)

3.6

3.2

China Construction Bank Corp. (H Shares) (Commercial Banks)

3.4

3.9

Hong Kong Exchanges and Clearing Ltd. (Diversified Financial Services)

3.3

2.7

Tencent Holdings Ltd. (Internet Software & Services)

3.2

3.7

Industrial & Commercial Bank of China Ltd. (H Shares) (Commercial Banks)

3.2

3.5

BOC Hong Kong (Holdings) Ltd. (Commercial Banks)

3.1

2.4

Bank of China Ltd. (H Shares) (Commercial Banks)

2.8

3.3

Hon Hai Precision Industry Co. Ltd. (Foxconn) (Electronic Equipment & Components)

2.8

3.8

China Life Insurance Co. Ltd. (H Shares) (Insurance)

2.7

3.4

China Mobile (Hong Kong) Ltd. (Wireless Telecommunication Services)

2.5

2.7

 

30.6

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

41.3

37.6

Information Technology

15.0

20.1

Consumer Discretionary

9.9

8.9

Industrials

8.5

9.9

Energy

7.3

8.2

Consumer Staples

5.2

4.1

Materials

4.7

3.6

Telecommunication Services

4.3

4.2

Utilities

0.2

0.9

Health Care

0.2

1.6

Annual Report

Fidelity China Region Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 96.6%

Shares

Value

CONSUMER DISCRETIONARY - 9.9%

Auto Components - 0.4%

Minth Group Ltd.

4,938,000

$ 9,237,349

Automobiles - 1.3%

Brilliance China Automotive Holdings Ltd. (a)

14,406,000

12,638,065

BYD Co. Ltd. (H Shares) (d)

1,725,800

10,520,116

Dongfeng Motor Group Co. Ltd. (H Shares)

2,470,000

5,353,459

 

28,511,640

Distributors - 2.0%

Li & Fung Ltd.

8,042,000

42,486,038

Diversified Consumer Services - 0.1%

New Oriental Education & Technology Group, Inc. sponsored ADR (a)(d)

22,616

2,428,280

Hotels, Restaurants & Leisure - 2.8%

Country Style Cooking Restaurant Chain Co. Ltd. ADR

3,600

106,416

Ctrip.com International Ltd. sponsored ADR (a)

477,500

24,863,425

Las Vegas Sands Corp. (a)

57,200

2,624,336

Melco International Development Ltd. (a)

5,970,000

3,388,873

Melco PBL Entertainment (Macau) Ltd. sponsored ADR (a)

370,000

2,319,900

Sands China Ltd.

2,808,800

6,124,008

Shangri-La Asia Ltd.

2,966,000

6,673,380

SJM Holdings Ltd.

9,928,000

14,755,112

 

60,855,450

Household Durables - 0.2%

Techtronic Industries Co. Ltd.

4,157,000

4,209,960

Multiline Retail - 1.5%

Far East Department Stores Co. Ltd.

14,363,615

17,834,255

Golden Eagle Retail Group Ltd. (H Shares)

2,596,000

6,899,223

Maoye International Holdings Ltd.

18,043,000

7,774,697

 

32,508,175

Specialty Retail - 1.1%

Belle International Holdings Ltd.

5,574,000

10,067,538

Chow Sang Sang Holdings International Ltd.

2,746,000

7,227,015

GOME Electrical Appliances Holdings Ltd. (a)

6,666,000

2,244,575

I.T Ltd.

5,492,000

4,633,792

 

24,172,920

Textiles, Apparel & Luxury Goods - 0.5%

Anta Sports Products Ltd.

2,467,000

5,092,340

Trinity Ltd.

4,310,000

4,309,305

 

9,401,645

TOTAL CONSUMER DISCRETIONARY

213,811,457

 

Shares

Value

CONSUMER STAPLES - 5.2%

Beverages - 0.1%

Wuliangye Yibin Co. Ltd. (BNP Paribas Warrant Program) warrants 5/5/15 (a)

578,000

$ 3,162,589

Food & Staples Retailing - 1.7%

Beijing Jingkelong Co. Ltd. (H Shares)

1,226,000

1,470,963

China Resources Enterprise Ltd.

1,936,000

8,179,842

Dairy Farm International Holdings Ltd.

2,642,400

20,610,720

Lianhua Supermarket Holdings Co. (H Shares)

785,000

3,342,042

Wumart Stores, Inc. (H Shares)

1,338,000

3,141,635

 

36,745,202

Food Products - 2.4%

Asian Citrus Holdings Ltd.

5,805,803

6,688,705

Besunyen Holdings Co. Ltd.

25,440,000

12,143,590

China Agri-Industries Holding Ltd.

3,147,000

4,579,669

China Huiyuan Juice Group Ltd.

3,283,000

2,202,432

China Mengniu Dairy Co. Ltd.

2,326,000

6,661,790

Tingyi (Cayman Islands) Holding Corp.

3,536,000

9,625,493

Want Want China Holdings Ltd.

5,577,000

5,144,403

Yashili International Holdings Ltd.

8,021,000

4,346,164

 

51,392,246

Household Products - 0.3%

NVC Lighting Holdings Ltd.

10,667,000

5,463,376

Personal Products - 0.7%

Hengan International Group Co. Ltd.

1,655,500

15,591,227

TOTAL CONSUMER STAPLES

112,354,640

ENERGY - 7.3%

Oil, Gas & Consumable Fuels - 7.3%

China Coal Energy Co. Ltd. (H Shares)

1,242,000

2,147,112

China Petroleum & Chemical Corp. (H Shares)

32,506,000

30,928,266

CNOOC Ltd.

37,343,000

77,961,654

CNPC (Hong Kong) Ltd.

9,330,000

11,868,254

PetroChina Co. Ltd. (H Shares)

24,580,000

30,256,374

Sino Prosper State Gold Resources Holdings, Ltd. (a)

79,350,000

3,992,453

 

157,154,113

FINANCIALS - 41.3%

Capital Markets - 1.5%

Citic Securities Co. Ltd. (UBS Warrant Programme) warrants 9/16/13 (a)

3,008,600

6,995,171

Wuliangye Yibin Co. Ltd. (UBS Warrant Programme) warrants 4/22/13 (a)

345,100

1,888,252

Yuanta Financial Holding Co. Ltd.

38,078,000

23,950,384

 

32,833,807

Commercial Banks - 17.2%

Bank of China Ltd. (H Shares)

102,083,000

61,108,224

BOC Hong Kong (Holdings) Ltd.

21,653,500

67,883,251

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Commercial Banks - continued

China Construction Bank Corp. (H Shares)

77,268,000

$ 73,666,895

China Merchants Bank Co. Ltd. (H Shares)

7,761,464

22,028,990

Chinatrust Financial Holding Co. Ltd.

7,410,335

4,624,650

E.Sun Financial Holdings Co. Ltd.

9,287,652

4,779,628

Hang Seng Bank Ltd.

1,921,700

28,114,276

HSBC Holdings PLC (Hong Kong)

413,600

4,311,132

Industrial & Commercial Bank of China (Asia) Ltd.

2,163,000

8,008,786

Industrial & Commercial Bank of China Ltd. (H Shares)

84,726,000

68,207,094

Mega Financial Holding Co. Ltd.

8,480,000

5,887,927

Standard Chartered PLC:

rights 11/5/10 (a)

42,845

360,725

(United Kingdom)

432,898

12,522,362

Wing Hang Bank Ltd.

819,500

9,578,674

 

371,082,614

Diversified Financial Services - 4.7%

China Everbright Ltd.

5,418,000

14,084,528

Fubon Financial Holding Co. Ltd.

13,011,985

15,943,455

Hong Kong Exchanges and Clearing Ltd.

3,217,600

70,817,295

 

100,845,278

Insurance - 7.2%

Cathay Financial Holding Co. Ltd.

16,430,400

25,151,585

China Life Insurance Co. Ltd. (H Shares)

13,479,000

59,257,545

PICC Property & Casualty Co. Ltd. (H Shares) (a)

21,118,000

31,167,866

Ping An Insurance Group Co. China Ltd. (H Shares)

3,755,500

40,431,734

 

156,008,730

Real Estate Management & Development - 10.7%

Cheung Kong Holdings Ltd.

2,663,000

40,539,784

China Overseas Land & Investment Ltd.

5,487,920

11,540,474

China Resources Land Ltd.

4,232,000

8,342,520

E-House China Holdings Ltd. ADR (d)

249,600

4,170,816

Hang Lung Properties Ltd.

1,343,000

6,575,307

Henderson Land Development Co. Ltd.

2,500,076

17,755,741

Huaku Development Co. Ltd.

1,820,000

5,048,783

Hung Poo Real Estate Development Co. Ltd.

2,056,000

3,059,984

Kerry Properties Ltd.

3,480,000

19,305,273

Midland Holdings Ltd.

4,368,000

4,384,201

New World Development Co. Ltd.

7,024,000

13,864,499

Poly (Hong Kong) Investments Ltd.

3,144,000

3,236,784

Shimao Property Holdings Ltd.

7,417,500

12,268,002

Sinyi Realty, Inc.

1,179,370

2,292,845

Sun Hung Kai Properties Ltd.

2,983,000

51,106,905

 

Shares

Value

Wharf Holdings Ltd.

3,853,000

$ 25,301,429

Yanlord Land Group Ltd.

2,484,000

3,300,997

 

232,094,344

TOTAL FINANCIALS

892,864,773

HEALTH CARE - 0.2%

Pharmaceuticals - 0.2%

Coolpoint Energy Ltd. (a)

45,452,000

3,811,488

INDUSTRIALS - 8.5%

Airlines - 1.2%

Air China Ltd. (H Shares) (a)

9,756,000

13,114,984

Cathay Pacific Airways Ltd.

3,341,000

8,986,918

China Eastern Airlines Corp. Ltd. (a)

6,770,000

4,279,697

 

26,381,599

Building Products - 0.5%

China Liansu Group Holdgs Ltd. (a)

18,523,000

11,613,840

Electrical Equipment - 0.7%

Dongfang Electric Corp. Ltd.

1,674,800

8,145,778

Zhuzhou CSR Times Electric Co. Ltd. (H Shares)

2,036,000

6,212,082

 

14,357,860

Industrial Conglomerates - 2.9%

Far Eastern Textile Ltd.

19,334,228

27,859,483

Hutchison Whampoa Ltd.

2,121,000

20,905,583

Shanghai Industrial Holdings Ltd.

3,144,000

14,480,348

 

63,245,414

Machinery - 0.8%

China International Marine Containers Co. Ltd. (B Shares)

7,166,794

14,516,196

Singamas Container Holdings Ltd. (a)

13,180,000

2,975,649

 

17,491,845

Marine - 0.8%

Orient Overseas International Ltd.

619,000

5,426,357

Shun Tak Holdings Ltd.

19,152,000

12,625,927

 

18,052,284

Trading Companies & Distributors - 0.1%

Hong Kong Resources Holdings
Co. Ltd.

11,212,000

1,923,814

Transportation Infrastructure - 1.5%

China Merchant Holdings International Co. Ltd.

1,228,000

4,301,268

Cosco Pacific Ltd.

7,606,000

11,873,259

Zhejiang Expressway Co. Ltd. (H Shares)

15,140,000

15,254,752

 

31,429,279

TOTAL INDUSTRIALS

184,495,935

INFORMATION TECHNOLOGY - 15.0%

Communications Equipment - 2.1%

China Wireless Technologies Ltd.

3,964,000

2,122,316

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Communications Equipment - continued

HTC Corp.

1,700,000

$ 38,382,618

Vtech Holdings Ltd.

403,000

4,193,124

 

44,698,058

Computers & Peripherals - 0.3%

Acer, Inc.

2,301,108

6,684,153

Electronic Equipment & Components - 6.4%

AU Optronics Corp. (a)

7,798,090

7,784,283

Chroma ATE, Inc.

3,350,000

8,625,388

Delta Electronics, Inc.

828,000

3,422,382

Funtalk China Holdings Ltd. (a)

497,100

3,280,860

Hon Hai Precision Industry Co. Ltd. (Foxconn)

15,763,172

59,746,054

Kingboard Chemical Holdings Ltd.

2,618,000

12,733,249

Tripod Technology Corp.

3,001,820

11,524,713

Unimicron Technology Corp.

14,255,000

24,266,803

WPG Holding Co. Ltd.

3,601,120

6,695,106

 

138,078,838

Internet Software & Services - 3.9%

Sina Corp. (a)

146,100

8,225,430

SouFun Holdings Ltd. ADR (d)

89,400

6,570,900

Tencent Holdings Ltd.

3,007,100

68,861,184

TPK Holdings Co.

11,000

181,506

 

83,839,020

Semiconductors & Semiconductor Equipment - 2.3%

MediaTek, Inc.

398,794

5,016,687

Taiwan Semiconductor Manufacturing Co. Ltd.

19,519,796

40,179,972

Trony Solar Holdings Co. Ltd.

8,494,000

5,314,743

 

50,511,402

TOTAL INFORMATION TECHNOLOGY

323,811,471

MATERIALS - 4.7%

Chemicals - 2.7%

China BlueChemical Ltd. (H shares)

11,116,000

8,790,980

DC Chemical Co. Ltd.

7,519

2,213,240

Formosa Plastics Corp.

8,908,250

25,556,097

Nan Ya Plastics Corp.

3,518,000

7,839,490

Taiwan Fertilizer Co. Ltd.

3,804,000

12,988,662

 

57,388,469

Construction Materials - 0.5%

Anhui Conch Cement Co. Ltd. (H Shares)

2,810,000

11,781,971

Metals & Mining - 1.5%

Xingda International Holdings Ltd.

13,453,000

14,040,932

Zhaojin Mining Industry Co. Ltd. (H Shares)

2,435,000

7,570,843

Zijin Mining Group Co. Ltd. (H Shares)

10,858,000

10,239,894

 

31,851,669

 

Shares

Value

Paper & Forest Products - 0.0%

China Forestry Holdings Co. Ltd.

1,064,000

$ 505,147

TOTAL MATERIALS

101,527,256

TELECOMMUNICATION SERVICES - 4.3%

Diversified Telecommunication Services - 0.8%

China Unicom (Hong Kong) Ltd.

12,910,000

18,156,664

Wireless Telecommunication Services - 3.5%

China Mobile (Hong Kong) Ltd.

5,194,000

53,042,759

SOFTBANK CORP.

689,200

22,133,677

 

75,176,436

TOTAL TELECOMMUNICATION SERVICES

93,333,100

UTILITIES - 0.2%

Gas Utilities - 0.2%

Enn Energy Holdings Ltd.

1,854,000

5,573,062

TOTAL COMMON STOCKS

(Cost $1,524,284,829)

2,088,737,295

Money Market Funds - 4.0%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)

74,532,881

74,532,881

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

11,164,250

11,164,250

TOTAL MONEY MARKET FUNDS

(Cost $85,697,131)

85,697,131

TOTAL INVESTMENT PORTFOLIO - 100.6%

(Cost $1,609,981,960)

2,174,434,426

NET OTHER ASSETS (LIABILITIES) - (0.6)%

(11,909,134)

NET ASSETS - 100%

$ 2,162,525,292

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 72,745

Fidelity Securities Lending Cash Central Fund

439,269

Total

$ 512,014

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 213,811,457

$ 213,811,457

$ -

$ -

Consumer Staples

112,354,640

104,845,887

7,508,753

-

Energy

157,154,113

18,007,819

139,146,294

-

Financials

892,864,773

820,412,673

72,452,100

-

Health Care

3,811,488

3,811,488

-

-

Industrials

184,495,935

184,495,935

-

-

Information Technology

323,811,471

275,847,216

47,964,255

-

Materials

101,527,256

101,527,256

-

-

Telecommunication Services

93,333,100

-

93,333,100

-

Utilities

5,573,062

5,573,062

-

-

Money Market Funds

85,697,131

85,697,131

-

-

Total Investments in Securities:

$ 2,174,434,426

$ 1,814,029,924

$ 360,404,502

$ -

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $98,628,962 of which $63,392,256 and $35,236,706 will expire on Octo-ber 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity China Region Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $10,904,815) - See accompanying schedule:

Unaffiliated issuers (cost $1,524,284,829)

$ 2,088,737,295

 

Fidelity Central Funds (cost $85,697,131)

85,697,131

 

Total Investments (cost $1,609,981,960)

 

$ 2,174,434,426

Receivable for investments sold

6,262,368

Receivable for fund shares sold

4,252,327

Dividends receivable

316,915

Distributions receivable from Fidelity Central Funds

32,232

Other receivables

379,542

Total assets

2,185,677,810

 

 

 

Liabilities

Payable for investments purchased

$ 8,676,527

Payable for fund shares redeemed

1,327,650

Accrued management fee

1,262,835

Distribution and service plan fees payable

12,629

Other affiliated payables

465,006

Other payables and accrued expenses

243,621

Collateral on securities loaned, at value

11,164,250

Total liabilities

23,152,518

 

 

 

Net Assets

$ 2,162,525,292

Net Assets consist of:

 

Paid in capital

$ 1,682,005,306

Undistributed net investment income

25,575,304

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(109,507,734)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

564,452,416

Net Assets

$ 2,162,525,292

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($16,047,242 ÷ 507,608 shares)

$ 31.61

 

 

 

Maximum offering price per share (100/94.25 of $31.61)

$ 33.54

Class T:
Net Asset Value
and redemption price per share ($6,069,809 ÷ 192,817 shares)

$ 31.48

 

 

 

Maximum offering price per share (100/96.50 of $31.48)

$ 32.62

Class B:
Net Asset Value
and offering price per share ($2,495,982 ÷ 79,921 shares) A

$ 31.23

 

 

 

Class C:
Net Asset Value
and offering price per share ($5,938,380 ÷ 190,411 shares) A

$ 31.19

 

 

 

China Region:
Net Asset Value
, offering price and redemption price per share ($2,130,070,228 ÷ 66,960,488 shares)

$ 31.81

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($1,903,651 ÷ 59,886 shares)

$ 31.79

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 51,267,009

Interest

 

839

Income from Fidelity Central Funds

 

512,014

Income before foreign taxes withheld

 

51,779,862

Less foreign taxes withheld

 

(4,706,256)

Total income

 

47,073,606

 

 

 

Expenses

Management fee

$ 15,034,894

Transfer agent fees

5,059,284

Distribution and service plan fees

128,222

Accounting and security lending fees

936,699

Custodian fees and expenses

1,216,014

Independent trustees' compensation

12,021

Registration fees

161,631

Audit

68,420

Legal

14,413

Interest

3,369

Miscellaneous

27,343

Total expenses before reductions

22,662,310

Expense reductions

(1,286,872)

21,375,438

Net investment income (loss)

25,698,168

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

87,323,739

Foreign currency transactions

(268,927)

Capital gain distributions from Fidelity Central Funds

1,892

Total net realized gain (loss)

 

87,056,704

Change in net unrealized appreciation (depreciation) on:

Investment securities

253,069,310

Assets and liabilities in foreign currencies

27

Total change in net unrealized appreciation (depreciation)

 

253,069,337

Net gain (loss)

340,126,041

Net increase (decrease) in net assets resulting from operations

$ 365,824,209

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 25,698,168

$ 19,321,348

Net realized gain (loss)

87,056,704

(37,545,495)

Change in net unrealized appreciation (depreciation)

253,069,337

584,945,489

Net increase (decrease) in net assets resulting from operations

365,824,209

566,721,342

Distributions to shareholders from net investment income

(17,788,313)

(7,631,813)

Distributions to shareholders from net realized gain

(5,540,851)

-

Total distributions

(23,329,164)

(7,631,813)

Share transactions - net increase (decrease)

(341,589,636)

858,935,262

Redemption fees

1,093,238

1,318,632

Total increase (decrease) in net assets

1,998,647

1,419,343,423

 

 

 

Net Assets

Beginning of period

2,160,526,645

741,183,222

End of period (including undistributed net investment income of $25,575,304 and undistributed net investment income of $17,665,449, respectively)

$ 2,162,525,292

$ 2,160,526,645

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009

2008 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 26.47

$ 16.67

$ 29.28

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .25

.30

.28

Net realized and unrealized gain (loss)

  5.15

9.63

(12.91)

Total from investment operations

  5.40

9.93

(12.63)

Distributions from net investment income

  (.20)

(.16)

-

Distributions from net realized gain

  (.07)

-

-

Total distributions

  (.27)

(.16)

-

Redemption fees added to paid in capital E

  .01

.03

.02

Net asset value, end of period

$ 31.61

$ 26.47

$ 16.67

Total Return B, C, D

  20.54%

60.41%

(43.07)%

Ratios to Average Net Assets F, I

 

 

 

Expenses before reductions

  1.38%

1.39%

1.44% A

Expenses net of fee waivers, if any

  1.38%

1.39%

1.44% A

Expenses net of all reductions

  1.31%

1.31%

1.30% A

Net investment income (loss)

  .91%

1.27%

2.63% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 16,047

$ 11,842

$ 340

Portfolio turnover rate G

  57%

88%

133%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class T

Years ended October 31,

2010

2009

2008 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 26.40

$ 16.65

$ 29.28

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .18

.23

.26

Net realized and unrealized gain (loss)

  5.13

9.64

(12.91)

Total from investment operations

  5.31

9.87

(12.65)

Distributions from net investment income

  (.18)

(.14)

-

Distributions from net realized gain

  (.07)

-

-

Total distributions

  (.24) J

(.14)

-

Redemption fees added to paid in capital E

  .01

.02

.02

Net asset value, end of period

$ 31.48

$ 26.40

$ 16.65

Total Return B, C, D

  20.27%

59.92%

(43.14)%

Ratios to Average Net Assets F, I

 

 

 

Expenses before reductions

  1.64%

1.66%

1.68% A

Expenses net of fee waivers, if any

  1.64%

1.66%

1.68% A

Expenses net of all reductions

  1.58%

1.58%

1.53% A

Net investment income (loss)

  .64%

1.00%

2.40% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 6,070

$ 3,139

$ 107

Portfolio turnover rate G

  57%

88%

133%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Total distributions of $.24 per share is comprised of distributions from net investment income of $.177 and distributions from net realized gain of $.065 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009

2008 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 26.28

$ 16.61

$ 29.28

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .04

.12

.20

Net realized and unrealized gain (loss)

  5.09

9.63

(12.89)

Total from investment operations

  5.13

9.75

(12.69)

Distributions from net investment income

  (.12)

(.10)

-

Distributions from net realized gain

  (.07)

-

-

Total distributions

  (.19)

(.10)

-

Redemption fees added to paid in capital E

  .01

.02

.02

Net asset value, end of period

$ 31.23

$ 26.28

$ 16.61

Total Return B, C, D

  19.63%

59.16%

(43.27)%

Ratios to Average Net Assets F, I

 

 

 

Expenses before reductions

  2.14%

2.15%

2.17% A

Expenses net of fee waivers, if any

  2.14%

2.15%

2.17% A

Expenses net of all reductions

  2.08%

2.06%

2.02% A

Net investment income (loss)

  .14%

.51%

1.91% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 2,496

$ 1,915

$ 155

Portfolio turnover rate G

  57%

88%

133%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class C

Years ended October 31,

2010

2009

2008 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 26.25

$ 16.61

$ 29.28

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .04

.12

.20

Net realized and unrealized gain (loss)

  5.09

9.62

(12.89)

Total from investment operations

  5.13

9.74

(12.69)

Distributions from net investment income

  (.13)

(.12)

-

Distributions from net realized gain

  (.07)

-

-

Total distributions

  (.20)

(.12)

-

Redemption fees added to paid in capital E

  .01

.02

.02

Net asset value, end of period

$ 31.19

$ 26.25

$ 16.61

Total Return B, C, D

  19.66%

59.18%

(43.27)%

Ratios to Average Net Assets F, I

 

 

 

Expenses before reductions

  2.14%

2.15%

2.13% A

Expenses net of fee waivers, if any

  2.14%

2.15%

2.13% A

Expenses net of all reductions

  2.07%

2.07%

1.98% A

Net investment income (loss)

  .15%

.51%

1.95% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 5,938

$ 3,806

$ 233

Portfolio turnover rate G

  57%

88%

133%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - China Region

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 26.55

$ 16.69

$ 41.52

$ 22.94

$ 17.74

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .34

.33

.39

.46

.42

Net realized and unrealized gain (loss)

  5.18

9.68

(20.42)

18.58

4.99

Total from investment operations

  5.52

10.01

(20.03)

19.04

5.41

Distributions from net investment income

  (.21)

(.17)

(.32)

(.29)

(.22)

Distributions from net realized gain

  (.07)

-

(4.53)

(.20)

-

Total distributions

  (.27) F

(.17)

(4.85)

(.49)

(.22)

Redemption fees added to paid in capital B

  .01

.02

.05

.03

.01

Net asset value, end of period

$ 31.81

$ 26.55

$ 16.69

$ 41.52

$ 22.94

Total Return A

  20.97%

60.77%

(53.75)%

84.73%

30.83%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  1.06%

1.12%

1.11%

1.08%

1.14%

Expenses net of fee waivers, if any

  1.06%

1.12%

1.11%

1.08%

1.14%

Expenses net of all reductions

  1.00%

1.03%

.96%

.92%

1.08%

Net investment income (loss)

  1.22%

1.54%

1.45%

1.64%

1.99%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,130,070

$ 2,138,141

$ 740,289

$ 2,044,527

$ 734,793

Portfolio turnover rate D

  57%

88%

133%

173%

36%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Total distributions of $.27 per share is comprised of distributions from net investment income of $.209 and distributions from net realized gain of $.065 per share.

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009

2008 G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 26.55

$ 16.70

$ 29.28

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .33

.37

.34

Net realized and unrealized gain (loss)

  5.18

9.64

(12.94)

Total from investment operations

  5.51

10.01

(12.60)

Distributions from net investment income

  (.22)

(.18)

-

Distributions from net realized gain

  (.07)

-

-

Total distributions

  (.28) I

(.18)

-

Redemption fees added to paid in capital D

  .01

.02

.02

Net asset value, end of period

$ 31.79

$ 26.55

$ 16.70

Total Return B, C

  20.92%

60.78%

(42.96)%

Ratios to Average Net Assets E, H

 

 

 

Expenses before reductions

  1.11%

1.08%

1.05% A

Expenses net of fee waivers, if any

  1.11%

1.08%

1.05% A

Expenses net of all reductions

  1.04%

1.00%

.91% A

Net investment income (loss)

  1.18%

1.58%

3.02% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 1,904

$ 1,684

$ 60

Portfolio turnover rate F

  57%

88%

133%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Total distributions of $.28 per share is comprised of distributions from net investment income of $.216 and distributions from net realized gain of $.065 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity China Region Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, China Region and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in significant transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short term gain distributions from Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), capital loss carryforwards, and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 570,685,518

Gross unrealized depreciation

(18,690,935)

Net unrealized appreciation (depreciation)

$ 551,994,583

 

 

Tax Cost

$ 1,622,439,843

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 27,154,415

Capital loss carryforward

$ (98,628,962)

Net unrealized appreciation (depreciation)

$ 551,994,533

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 23,329,164

$ 7,631,813

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,178,264,344 and $1,564,472,776, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 34,107

$ 571

Class T

.25%

.25%

23,236

-

Class B

.75%

.25%

22,523

16,917

Class C

.75%

.25%

48,356

25,041

 

 

 

$ 128,222

$ 42,529

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 26,257

Class T

4,876

Class B*

4,727

Class C*

1,934

 

$ 37,794

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports,

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 40,906

.30

Class T

14,660

.31

Class B

7,069

.31

Class C

15,003

.31

China Region

4,977,237

.24

Institutional Class

4,409

.28

 

$ 5,059,284

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment advisor. The commissions paid to these affiliated firms were $286 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 12,377,773

.45%

$ 3,369

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $8,385 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Market (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $439,269. During the period, there were no securities loaned to FCM.

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $1,286,872 for the period.

Annual Report

Notes to Financial Statements - continued

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Class A

$ 99,129

$ 4,014

Class T

24,223

973

Class B

9,817

969

Class C

22,748

1,793

China Region

17,620,183

7,623,415

Institutional Class

12,213

649

Total

$ 17,788,313

$ 7,631,813

From net realized gain

 

 

Class A

$ 32,057

$ -

Class T

8,895

-

Class B

5,146

-

Class C

11,118

-

China Region

5,479,960

-

Institutional Class

3,675

-

Total

$ 5,540,851

$ -

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Class A

 

 

 

 

Shares sold

342,123

476,918

$ 9,544,171

$ 10,951,377

Reinvestment of distributions

4,199

220

118,611

3,532

Shares redeemed

(286,153)

(50,111)

(7,654,399)

(1,196,308)

Net increase (decrease)

60,169

427,027

$ 2,008,383

$ 9,758,601

Class T

 

 

 

 

Shares sold

132,233

124,214

$ 3,681,750

$ 2,764,790

Reinvestment of distributions

1,158

61

32,661

973

Shares redeemed

(59,475)

(11,807)

(1,609,136)

(289,925)

Net increase (decrease)

73,916

112,468

$ 2,105,275

$ 2,475,838

Class B

 

 

 

 

Shares sold

41,380

76,310

$ 1,126,249

$ 1,715,391

Reinvestment of distributions

486

60

13,648

969

Shares redeemed

(34,810)

(12,815)

(913,219)

(303,220)

Net increase (decrease)

7,056

63,555

$ 226,678

$ 1,413,140

Class C

 

 

 

 

Shares sold

121,441

162,651

$ 3,346,120

$ 3,650,852

Reinvestment of distributions

1,162

112

32,596

1,793

Shares redeemed

(77,220)

(31,751)

(2,041,365)

(779,443)

Net increase (decrease)

45,383

131,012

$ 1,337,351

$ 2,873,202

China Region

 

 

 

 

Shares sold

29,402,822

54,595,118

$ 826,039,335

$ 1,249,255,109

Reinvestment of distributions

782,007

454,390

22,169,887

7,297,501

Shares redeemed

(43,745,336)

(18,885,174)

(1,195,393,614)

(415,361,909)

Net increase (decrease)

(13,560,507)

36,164,334

$ (347,184,392)

$ 841,190,701

Institutional Class

 

 

 

 

Shares sold

53,076

72,363

$ 1,486,647

$ 1,546,935

Reinvestment of distributions

500

40

14,160

649

Shares redeemed

(57,102)

(12,559)

(1,583,738)

(323,804)

Net increase (decrease)

(3,526)

59,844

$ (82,931)

$ 1,223,780

Annual Report

11. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Fidelity Emerging Asia Fund

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the fund's distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

Fidelity Emerging Asia Fund

27.93%

14.36%

12.35%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Emerging Asia Fund on October 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the MSCI AC (All Country) Far East ex Japan Index performed over the same period.

fid578

Annual Report

Fidelity Emerging Asia Fund

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Colin Chickles, Portfolio Manager of Fidelity® Emerging Asia Fund: During the year, the fund returned 27.93%, versus 22.00% for the MSCI AC (All Country) Far East ex Japan Index. Positioning in financials and consumer discretionary helped drive the fund's outperformance. Geographically, my picks in China, Taiwan and Hong Kong stood out as positives. Thai coal miner Banpu benefited from robust demand for coal from China. Other contributors included CJ, a South Korean consumer products conglomerate, Korean automaker Kia Motors and Thai bank Thanachart Capital, the last of which I sold to lock in profits. Not owning index component KB Financial, Korea's largest bank, and timely ownership of Taiwan's MediaTek, a semiconductor company, also helped. Conversely, positioning in utilities modestly detracted, as did weak results from the fund's small stake in the United Kingdom - mostly accounted for by global bank HSBC Holdings, which originated in the Far East but now is based in London. Underweighting Korea's LG Chemical and not owning casino operator and benchmark constituent Genting Singapore also hurt, given their outperformance. In the case of Korea's Hyundai Engineering & Construction and shipbuilder Hyundai Heavy Industries, my timing was unrewarding, and I sold both stocks. Some stocks I've mentioned were out-of-index positions.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity Emerging Asia Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to October 31, 2010

Actual

.79%

$ 1,000.00

$ 1,131.90

$ 4.25

Hypothetical (5% return per year before expenses)

 

$ 1,000.00

$ 1,021.22

$ 4.02

* Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Fidelity Emerging Asia Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

fid249

Korea (South)

21.9%

 

fid581

China

16.3%

 

fid583

Hong Kong

16.2%

 

fid585

Taiwan

16.0%

 

fid587

Singapore

6.3%

 

fid589

Thailand

5.4%

 

fid591

Cayman Islands

4.4%

 

fid593

India

3.0%

 

fid595

Malaysia

3.0%

 

fid267

Other

7.5%

 

fid598

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

fid249

Korea (South)

23.3%

 

fid581

China

16.3%

 

fid583

Taiwan

15.8%

 

fid585

Hong Kong

15.2%

 

fid587

Singapore

8.7%

 

fid589

Thailand

4.2%

 

fid591

Cayman Islands

3.9%

 

fid593

Malaysia

3.2%

 

fid595

Indonesia

2.9%

 

fid267

Other

6.5%

 

fid610

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

99.4

99.1

Short-Term Investments and Net Other Assets

0.6

0.9

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Samsung Electronics Co. Ltd. (Korea (South), Semiconductors & Semiconductor Equipment)

4.3

4.3

China Mobile (Hong Kong) Ltd. (Hong Kong, Wireless Telecommunication Services)

3.4

3.6

Taiwan Semiconductor Manufacturing Co. Ltd. (Taiwan, Semiconductors & Semiconductor Equipment)

2.9

1.3

China Construction Bank Corp. (H Shares) (China, Commercial Banks)

2.8

2.3

CNOOC Ltd. (Hong Kong, Oil, Gas & Consumable Fuels)

2.2

2.1

Hon Hai Precision Industry Co. Ltd. (Foxconn) (Taiwan, Electronic Equipment & Components)

1.5

2.4

Formosa Plastics Corp. (Taiwan, Chemicals)

1.5

1.1

Keppel Corp. Ltd. (Singapore, Industrial Conglomerates)

1.4

1.1

SK Telecom Co. Ltd. (Korea (South), Wireless Telecommunication Services)

1.4

0.0

China Petroleum & Chemical Corp. (H Shares) (China, Oil, Gas & Consumable Fuels)

1.4

0.0

 

22.8

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

32.3

30.6

Information Technology

16.7

22.2

Industrials

10.8

10.4

Consumer Discretionary

9.3

7.3

Materials

8.8

8.0

Energy

7.0

6.8

Telecommunication Services

6.8

6.6

Consumer Staples

3.8

3.6

Utilities

3.6

2.8

Health Care

0.3

0.8

Annual Report

Fidelity Emerging Asia Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 99.4%

Shares

Value

Bermuda - 2.2%

Beijing Enterprises Water Group Ltd. (a)

6,106,000

$ 2,134,786

China Green (Holdings) Ltd.

2,424,000

2,486,154

China Yurun Food Group Ltd.

2,690,000

10,463,280

Huabao International Holdings Ltd.

3,970,000

5,982,209

Jardine Matheson Holdings Ltd.

180,800

8,136,000

Jinhui Shipping & Transportation Ltd. (a)(d)

364,500

1,449,465

Noble Group Ltd.

4,641,818

6,670,618

TOTAL BERMUDA

37,322,512

British Virgin Islands - 0.1%

ReneSola Ltd. sponsored ADR (a)(d)

214,900

2,572,353

Canada - 0.3%

Niko Resources Ltd.

48,800

4,655,594

Cayman Islands - 4.4%

Ausnutria Dairy Hunan Co. Ltd.
(H Shares)

1,121,000

516,300

Belle International Holdings Ltd.

6,053,000

10,932,688

Central China Real Estate Ltd.

17,436,000

3,959,021

Chaoda Modern Agriculture (Holdings) Ltd.

9,662,000

7,877,935

China Digital TV Holding Co. Ltd. ADR (a)

187,600

1,234,408

China Infrastructure Machinery Holdings Ltd.

2,456,000

1,318,105

China Lilang Ltd.

3,326,000

5,200,596

Country Garden Holdings Co. Ltd.

11,748,000

4,152,817

Enn Energy Holdings Ltd.

1,510,000

4,539,010

International Taifeng Holdings Ltd.

2,022,000

1,168,658

JA Solar Holdings Co. Ltd. ADR (a)

969,090

8,091,902

Kingboard Chemical Holdings Ltd.

2,151,500

10,464,319

Maoye International Holdings Ltd.

3,653,000

1,574,071

Mecox Lane Ltd. ADR

5,500

89,815

Peak Sport Products Co. Ltd.

1,737,000

1,384,894

Shenguan Holdings Group Ltd.

2,600,000

3,387,841

Shui On Land Ltd.

12,176,000

6,110,581

SouFun Holdings Ltd. ADR (d)

2,600

191,100

TPK Holdings Co.

4,000

66,002

Trina Solar Ltd. ADR (a)

87,100

2,330,796

Youyuan International Holdings Ltd.

2,262,000

1,012,629

TOTAL CAYMAN ISLANDS

75,603,488

China - 16.3%

Air China Ltd. (H Shares) (a)

7,192,000

9,668,201

Bank of China Ltd. (H Shares)

22,009,000

13,174,876

Bank of Communications Co. Ltd.
(H Shares)

9,975,000

10,899,952

China Communications Construction Co. Ltd. (H Shares)

6,436,000

6,152,654

China Communications Services Corp. Ltd. (H Shares)

4,300,000

2,507,467

China Construction Bank Corp.
(H Shares)

51,176,000

48,790,923

China Life Insurance Co. Ltd. (H Shares)

4,333,000

19,049,109

 

Shares

Value

China Merchants Bank Co. Ltd.
(H Shares)

5,415,000

$ 15,369,134

China Metal Recycling (Holdings) Ltd.

2,475,000

2,755,588

China Minsheng Banking Corp. Ltd.
(H Shares)

9,656,000

8,981,746

China Petroleum & Chemical Corp.
(H Shares)

25,060,000

23,843,670

China Railway Group Ltd.

6,442,000

5,194,324

China Southern Airlines Ltd.
(H Shares) (a)

2,338,000

1,589,584

Dalian Port (PDA) Co. Ltd. (H Shares)

2,740,000

1,184,196

Digital China Holdings Ltd. (H Shares)

4,245,000

7,667,150

Dongfeng Motor Group Co. Ltd.
(H Shares)

5,580,000

12,094,049

Great Wall Motor Co. Ltd. (H Shares)

1,180,000

3,706,886

Harbin Power Equipment Co. Ltd.
(H Shares)

3,898,000

5,250,136

Huadian Power International Corp. Ltd. (H shares) (d)

21,832,000

5,013,509

Huaneng Power International, Inc.
(H Shares)

18,040,000

10,319,877

Industrial & Commercial Bank of China Ltd. (H Shares)

20,848,000

16,783,296

PICC Property & Casualty Co. Ltd.
(H Shares) (a)

6,476,000

9,557,870

Ping An Insurance Group Co. China Ltd. (H Shares)

2,190,500

23,582,935

Sina Corp. (a)

9,300

523,590

Sinotrans Ltd. (H Shares)

18,135,000

4,889,811

Tencent Holdings Ltd.

189,600

4,341,751

Weichai Power Co. Ltd. (H Shares)

395,000

5,187,679

Xinjiang Goldwind Science & Technology Co. Ltd. (H Shares) (a)

286,600

741,342

Zhongpin, Inc. (a)(d)

87,500

1,769,250

TOTAL CHINA

280,590,555

Hong Kong - 16.2%

Cathay Pacific Airways Ltd.

5,111,000

13,748,021

Cheung Kong Holdings Ltd.

1,554,000

23,657,088

China Everbright Ltd.

1,448,000

3,764,193

China Mobile (Hong Kong) Ltd.

5,772,800

58,953,647

China Resources Power Holdings Co.
Ltd.

4,867,116

9,368,472

Citic Pacific Ltd.

3,253,000

8,666,273

CLP Holdings Ltd.

2,709,500

22,022,061

CNOOC Ltd.

17,698,000

36,948,436

First Pacific Co. Ltd.

1,810,000

1,674,272

Galaxy Entertainment Group Ltd. (a)

1,596,000

1,503,087

Hang Lung Group Ltd.

1,758,000

11,668,970

Hang Seng Bank Ltd.

1,173,400

17,166,723

Henderson Land Development Co. Ltd.

7,068

50,198

Hongkong Land Holdings Ltd.

2,016,000

13,910,400

Hysan Development Co. Ltd.

2,819,000

10,892,314

I.T Ltd.

2,552,000

2,153,211

PCCW Ltd.

21,688,000

8,282,081

Common Stocks - continued

Shares

Value

Hong Kong - continued

Swire Pacific Ltd. (A Shares)

878,500

$ 12,467,021

Wharf Holdings Ltd.

3,297,000

21,650,353

TOTAL HONG KONG

278,546,821

India - 3.0%

Apollo Tyres Ltd.

724,839

1,170,045

Bank of Baroda

163,411

3,877,158

Bank of India

127,620

1,400,869

Cadila Healthcare Ltd.

166,199

2,618,126

Canara Bank

129,405

2,106,389

Ess Dee Aluminium Ltd.

183,198

1,961,758

Hindalco Industries Ltd.

264,622

1,256,693

ICSA (India) Ltd.

286,636

838,406

IFCI Ltd.

1,483,790

2,314,813

Indian Oil Corp. Ltd.

588,420

5,549,667

Indian Overseas Bank

398,875

1,438,020

Mahindra & Mahindra Ltd.

190,568

3,154,422

Oriental Bank of Commerce

138,343

1,557,120

Patni Computer Systems Ltd.

627,299

6,554,101

Rural Electrification Corp. Ltd.

1,044,158

8,731,352

State Bank of India

43,819

3,114,634

Tata Consultancy Services Ltd.

10,296

244,572

Tulip Telecom Ltd.

287,815

1,158,727

Union Bank of India

221,395

1,900,689

Voltas Ltd.

195,405

1,080,954

TOTAL INDIA

52,028,515

Indonesia - 2.8%

PT Astra International Tbk

2,062,500

13,153,833

PT Bank Negara Indonesia (Persero) Tbk

15,293,000

6,673,302

PT Bank Rakyat Indonesia Tbk

13,057,000

16,654,506

PT BISI International Tbk (a)

14,906,500

3,919,467

PT Indofood Sukses Makmur Tbk

7,933,500

4,615,850

PT XL Axiata Tbk (a)

4,462,500

2,870,976

TOTAL INDONESIA

47,887,934

Korea (South) - 21.9%

Asiana Airlines, Inc. (a)

189,720

1,543,742

Busan Bank

842,710

10,491,719

Cheil Worldwide, Inc.

415,210

4,523,185

CJ CheilJedang Corp.

34,160

6,576,824

CJ Corp.

134,610

9,492,727

CJ Home Shopping (a)

16,807

3,793,345

Daegu Bank Co. Ltd.

460,360

6,038,514

Daelim Industrial Co.

57,815

4,709,518

Dongbu Insurance Co. Ltd.

107,600

3,798,772

Doosan Co. Ltd.

39,652

5,342,176

Doosan Construction & Engineering Co. Ltd.

525,840

3,460,396

Duksan Hi-Metal Co. Ltd. (a)

328,536

6,807,370

GS Holdings Corp.

354,040

18,575,684

Halla Climate Control Co.

205,780

3,824,634

Hanmi Holdings Co. Ltd.

17,489

578,560

 

Shares

Value

Hanwha Chemical Corp.

177,250

$ 4,815,462

Hanwha Corp.

172,520

6,512,648

Honam Petrochemical Corp.

40,696

8,975,195

Hyosung Corp.

29,582

3,288,350

Hyundai Department Store Co. Ltd.

24,010

2,658,288

Hyundai Mipo Dockyard Co. Ltd.

25,128

4,201,035

Hyundai Mobis

83,331

20,749,379

Hyundai Motor Co.

157,283

23,777,773

Hyundai Steel Co.

96,665

9,369,928

Industrial Bank of Korea

894,370

12,844,885

Kia Motors Corp.

323,860

12,931,358

Korea Zinc Co. Ltd.

25,584

6,450,034

Kyeryong Construction Industrial Co. Ltd.

60,160

1,013,812

LG Chemical Ltd.

58,866

18,164,961

LG Corp.

159,666

11,430,068

LIG Non-Life Insurance Co. Ltd.

242,390

5,011,620

Lotte Shopping Co. Ltd.

27,018

11,064,284

Meritz Fire & Marine Insurance Co. Ltd.

153,960

1,056,977

POSCO

57,442

23,723,733

Samsung Electronics Co. Ltd.

111,201

73,672,509

SK Telecom Co. Ltd.

159,879

24,350,698

TOTAL KOREA (SOUTH)

375,620,163

Malaysia - 3.0%

AMMB Holdings Bhd

3,670,500

7,456,625

Axiata Group Bhd (a)

6,682,100

9,644,047

Genting Malaysia Bhd

6,954,400

7,823,979

Glomac Bhd

1,615,900

831,064

Malayan Banking Bhd

5,261,100

15,220,154

Public Bank Bhd (For. Reg.)

2,664,900

10,930,287

TOTAL MALAYSIA

51,906,156

Mauritius - 0.5%

Golden Agri-Resources Ltd.

16,686,000

8,379,742

Philippines - 0.2%

Megaworld Corp.

27,730,000

1,654,751

Universal Robina Corp.

1,787,000

1,809,910

TOTAL PHILIPPINES

3,464,661

Singapore - 6.3%

CapitaLand Ltd.

3,090,000

9,286,950

Ezra Holdings Ltd.

1,584,800

2,142,780

Keppel Corp. Ltd.

3,169,000

24,435,309

Keppel Land Ltd.

2,206,000

7,550,475

MobileOne Ltd.

2,540,000

4,356,641

Oversea-Chinese Banking Corp. Ltd.

2,367,488

16,480,775

Raffles Medical Group Ltd.

1,622,000

2,731,948

SembCorp Industries Ltd.

3,904,000

13,814,664

SembCorp Marine Ltd.

2,620,000

9,311,597

Singapore Exchange Ltd.

1,398,000

9,505,061

United Overseas Bank Ltd.

15,745

226,753

Common Stocks - continued

Shares

Value

Singapore - continued

Yangzijiang Shipbuilding Holdings Ltd.

2,634,000

$ 3,805,594

Yanlord Land Group Ltd.

3,379,000

4,490,365

TOTAL SINGAPORE

108,138,912

Taiwan - 16.0%

Cando Corp. (a)

1,153,956

899,260

China Airlines Ltd. (a)

4,700,000

3,662,637

Chroma ATE, Inc.

3,398,125

8,749,298

Compal Electronics, Inc.

10,728,453

13,671,285

Delta Electronics, Inc.

3,261,000

13,478,729

Far East Department Stores Co. Ltd.

4,020,800

4,992,335

Farglory Land Development Co. Ltd.

1,951,000

4,844,829

Formosa Chemicals & Fibre Corp.

6,046,000

17,344,839

Formosa Plastics Corp.

8,963,000

25,713,165

Fubon Financial Holding Co. Ltd.

16,555,034

20,284,718

Hon Hai Precision Industry Co. Ltd. (Foxconn)

6,791,000

25,739,455

HTC Corp.

697,250

15,742,518

Huaku Development Co. Ltd.

993,269

2,755,384

Hung Poo Real Estate Development Co. Ltd.

3,967,447

5,904,826

Insyde Software Corp.

616,928

1,931,113

King Slide Works Co. Ltd.

323,400

1,495,216

Macronix International Co. Ltd.

14,850,000

9,146,300

Powertech Technology, Inc.

2,114,000

6,976,442

Taishin Financial Holdings Co. Ltd.

36,698,820

16,068,100

Taiwan Cement Corp.

3,886,000

4,139,311

Taiwan Semiconductor Manufacturing Co. Ltd.

23,878,192

49,151,389

Tripod Technology Corp.

1,878,000

7,210,096

U-Ming Marine Transport Corp.

2,260,000

4,652,181

Wistron Corp.

4,858,000

9,984,258

TOTAL TAIWAN

274,537,684

Thailand - 5.4%

Advanced Info Service PCL (For. Reg.)

999,700

3,005,110

Asian Property Development PCL (For. Reg.)

5,593,800

1,233,102

Bangkok Bank Public Co. Ltd.:

(For. Reg.)

842,700

4,348,602

NVDR

1,774,900

8,833,003

Banpu PCL:

unit

655,900

16,956,132

(For. Reg.)

75,400

1,949,218

BEC World PCL (For. Reg.)

4,536,300

5,037,808

C.P. Seven Eleven PCL

4,716,800

7,010,608

 

Shares

Value

Charoen Pokphand Foods PCL
(For. Reg.)

7,048,500

$ 5,485,306

Electricity Generating PCL unit

2,524,200

8,093,627

LPN Development PCL unit

3,002,900

1,163,448

National Finance PCL (For. Reg.)

4,943,200

6,521,590

Preuksa Real Estate PCL (For. Reg.)

4,485,300

3,235,888

PTT Aromatics & Refining PLC unit

8,537,100

8,482,923

Quality Houses PCL

24,855,700

1,926,026

Siam Cement PCL (For. Reg.)

788,200

8,661,249

TOTAL THAILAND

91,943,640

United Kingdom - 0.7%

HSBC Holdings PLC (Hong Kong)

1,237,603

12,900,071

United States of America - 0.1%

China Natural Gas, Inc. (a)(d)

84,700

522,599

Cognizant Technology Solutions Corp. Class A (a)

12,800

834,432

TOTAL UNITED STATES OF AMERICA

1,357,031

TOTAL COMMON STOCKS

(Cost $1,430,994,189)

1,707,455,832

Money Market Funds - 0.7%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)

5,800,839

5,800,839

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

5,224,925

5,224,925

TOTAL MONEY MARKET FUNDS

(Cost $11,025,764)

11,025,764

TOTAL INVESTMENT PORTFOLIO - 100.1%

(Cost $1,442,019,953)

1,718,481,596

NET OTHER ASSETS (LIABILITIES) - (0.1)%

(919,305)

NET ASSETS - 100%

$ 1,717,562,291

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 24,242

Fidelity Securities Lending Cash Central Fund

148,486

Total

$ 172,728

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Korea (South)

$ 375,620,163

$ 327,545,732

$ 48,074,431

$ -

China

280,590,555

227,377,899

53,212,656

-

Hong Kong

278,546,821

182,644,738

95,902,083

-

Taiwan

274,537,684

225,386,295

49,151,389

-

Singapore

108,138,912

108,138,912

-

-

Thailand

91,943,640

91,943,640

-

-

Cayman Islands

75,603,488

75,603,488

-

-

India

52,028,515

38,526,522

13,501,993

-

Malaysia

51,906,156

51,906,156

-

-

Other

118,539,898

105,639,827

12,900,071

-

Money Market Funds

11,025,764

11,025,764

-

-

Total Investments in Securities:

$ 1,718,481,596

$ 1,445,738,973

$ 272,742,623

$ -

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Investments in Securities:

Beginning Balance

$ 1,846,452

Total Realized Gain (Loss)

1,124,820

Total Unrealized Gain (Loss)

(152,981)

Cost of Purchases

-

Proceeds of Sales

(2,818,291)

Amortization/Accretion

-

Transfers in to Level 3

-

Transfers out of Level 3

-

Ending Balance

$ -

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at October 31, 2010

$ -

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities, identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $409,207,336 all of which will expire on October 31, 2017. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Emerging Asia Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $4,957,866) - See accompanying schedule:

Unaffiliated issuers (cost $1,430,994,189)

$ 1,707,455,832

 

Fidelity Central Funds (cost $11,025,764)

11,025,764

 

Total Investments (cost $1,442,019,953)

 

$ 1,718,481,596

Foreign currency held at value (cost $316,512)

316,781

Receivable for investments sold

9,746,114

Receivable for fund shares sold

1,729,274

Dividends receivable

951,025

Distributions receivable from Fidelity Central Funds

30,314

Other receivables

187,514

Total assets

1,731,442,618

 

 

 

Liabilities

Payable for investments purchased

$ 5,423,866

Payable for fund shares redeemed

1,209,502

Accrued management fee

621,575

Other affiliated payables

391,273

Other payables and accrued expenses

1,009,186

Collateral on securities loaned, at value

5,224,925

Total liabilities

13,880,327

 

 

 

Net Assets

$ 1,717,562,291

Net Assets consist of:

 

Paid in capital

$ 1,827,628,176

Undistributed net investment income

24,288,225

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(410,275,928)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

275,921,818

Net Assets, for 57,837,820 shares outstanding

$ 1,717,562,291

Net Asset Value, offering price and redemption price per share ($1,717,562,291 / 57,837,820 shares)

$ 29.70

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 42,450,577

Interest

 

215

Income from Fidelity Central Funds

 

172,728

Income before foreign taxes withheld

 

42,623,520

Less foreign taxes withheld

 

(4,802,324)

Total income

 

37,821,196

 

 

 

Expenses

Management fee
Basic fee

$ 11,972,661

Performance adjustment

(5,350,363)

Transfer agent fees

4,346,435

Accounting and security lending fees

753,755

Custodian fees and expenses

983,220

Independent trustees' compensation

9,733

Registration fees

39,301

Audit

73,953

Legal

8,868

Interest

8,975

Miscellaneous

344,501

Total expenses before reductions

13,191,039

Expense reductions

(734,472)

12,456,567

Net investment income (loss)

25,364,629

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $397,206)

144,249,497

Foreign currency transactions

(736,686)

Total net realized gain (loss)

 

143,512,811

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $490,151)

237,416,441

Assets and liabilities in foreign currencies

(32,428)

Total change in net unrealized appreciation (depreciation)

 

237,384,013

Net gain (loss)

380,896,824

Net increase (decrease) in net assets resulting from operations

$ 406,261,453

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Emerging Asia Fund
Financial Statements - continued

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 25,364,629

$ 45,857,260

Net realized gain (loss)

143,512,811

(445,100,148)

Change in net unrealized appreciation (depreciation)

237,384,013

826,965,729

Net increase (decrease) in net assets resulting from operations

406,261,453

427,722,841

Distributions to shareholders from net investment income

(30,524,290)

(16,525,195)

Distributions to shareholders from net realized gain

(28,589,443)

-

Total distributions

(59,113,733)

(16,525,195)

Share transactions - net increase (decrease)

(368,409,021)

(278,686,790)

Redemption fees

282,689

397,870

Total increase (decrease) in net assets

(20,978,612)

132,908,726

 

 

 

Net Assets

Beginning of period

1,738,540,903

1,605,632,177

End of period (including undistributed net investment income of $24,288,225 and undistributed net investment income of $29,331,095, respectively)

$ 1,717,562,291

$ 1,738,540,903

Financial Highlights

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 23.98

$ 18.50

$ 49.39

$ 25.59

$ 18.70

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .39

.58 E

.44

.33

.33

Net realized and unrealized gain (loss)

  6.16

5.09

(28.21)

24.95

7.23

Total from investment operations

  6.55

5.67

(27.77)

25.28

7.56

Distributions from net investment income

  (.43)

(.20)

(.28)

(.23)

(.26)

Distributions from net realized gain

  (.40)

-

(2.89)

(1.29)

(.43)

Total distributions

  (.83)

(.20)

(3.17)

(1.52)

(.69)

Redemption fees added to paid in capital B

  - G

.01

.05

.04

.02

Net asset value, end of period

$ 29.70

$ 23.98

$ 18.50

$ 49.39

$ 25.59

Total Return A

  27.93%

31.08%

(59.64)%

104.22%

41.50%

Ratios to Average Net Assets C,F

 

 

 

 

 

Expenses before reductions

  .78%

1.14%

1.18%

1.08%

1.21%

Expenses net of fee waivers, if any

  .78%

1.14%

1.18%

1.08%

1.21%

Expenses net of all reductions

  .74%

.99%

1.04%

.98%

1.04%

Net investment income (loss)

  1.50%

2.86% E

1.34%

.96%

1.44%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 1,717,562

$ 1,736,852

$ 1,605,632

$ 6,293,936

$ 1,592,948

Portfolio turnover rate D

  105%

220%

147%

72%

100%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Investment income per share reflects a special dividend which amounted to $.16 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been 2.09%.

F Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Emerging Asia Fund (the Fund) (formerly Fidelity Southeast Asia Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. In July 2010, the Board of Trustees approved a change in the name of Fidelity Southeast Asia Fund to Fidelity Emerging Asia Fund effective December 1, 2010. The Fund offered Class F shares during the period June 26, 2009 through June 11, 2010, and all outstanding shares were redeemed by period end. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining. value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in significant transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Annual Report

3. Significant Accounting Policies - continued

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investment and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

Distributions are declared and recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to short-term gain distribution from the Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), certain foreign taxes, deferred trustee compensation, capital loss carry forward and losses deferred due to wash sale.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 285,054,005

Gross unrealized depreciation

(15,705,483)

Net unrealized appreciation (depreciation)

$ 269,348,522

 

 

Tax Cost

$ 1,449,133,074

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 30,333,127

Capital loss carryforward

$ (409,207,336)

Net unrealized appreciation (depreciation)

$ 269,298,848

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 59,113,733

$ 16,525,195

Short-Term Trading (Redemption) Fees.

Shares held by investors in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,735,474,010 and $2,127,549,617, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail Class of the Fund as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .39% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the Fund's transfer, dividend disbursing and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annual rate of .26% of average net assets.

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $249 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 17,107,119

.45%

$ 8,975

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $6,700 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

Annual Report

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $148,486. During the period, there were no securities loaned to FCM.

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $734,472 for the period.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010 A

2009

From net investment income

 

 

Emerging Asia

$ 30,460,836

$ 16,525,195

Class F

63,454

-

Total

$ 30,524,290

$ 16,525,195

From net realized gain

 

 

Emerging Asia

$ 28,534,741

$ -

Class F

54,702

-

Total

$ 28,589,443

$ -

A All Class F shares were redeemed on June 11, 2010.

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010 A

2009 B

2010 A

2009 B

Emerging Asia

 

 

 

 

Shares sold

9,549,252

13,882,017

$ 251,925,297

$ 285,662,683

Reinvestment of distributions

2,258,330

910,020

56,751,824

15,822,870

Shares redeemed

(26,400,169)

(29,172,062)

(675,382,094)

(581,908,544)

Net increase (decrease)

(14,592,587)

(14,380,025)

$ (366,704,973)

$ (280,422,991)

Class F

 

 

 

 

Shares sold

608,072

71,921

$ 15,362,404

$ 1,774,629

Reinvestment of distributions

4,704

-

118,156

-

Shares redeemed

(683,167)

(1,530)

(17,184,608)

(38,428)

Net increase (decrease)

(70,391)

70,391

$ (1,704,048)

$ 1,736,201

A All Class F shares were redeemed on June 11, 2010.

B Share transactions for Class F are for the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

Annual Report

Notes to Financial Statements - continued

11. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Fidelity Emerging Markets Fund

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

Fidelity Emerging Markets Fund

25.76%

12.50%

12.90%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Emerging Markets Fund, a class of the fund, on October 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the MSCI Emerging Markets Index performed over the same period.

fid612

Annual Report

Fidelity Emerging Markets Fund

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Robert von Rekowsky, Portfolio Manager of Fidelity® Emerging Markets Fund: During the past year, the fund's Retail Class shares gained 25.76%, topping the 23.89% gain of the MSCI Emerging Markets Index. Relative performance was aided by stock selection and an overweighting in consumer discretionary. Solid picks in information technology, energy and materials also bolstered our results, as did underweighting financials. From a country standpoint, security selection in Russia, China, India and South Korea aided performance, along with an overweighting and rewarding stock picking in Indonesia. Two Chinese stocks topped our list of relative contributors: an out-of-benchmark stake in Internet search/advertising Baidu and not owning weak-performing index component China Life Insurance. Indonesian tobacco producer/distributor Gudang Garam also bolstered results. On the negative side, a small cash position dampened the fund's gain in a rising market. Weak stock selection and an underweighting in industrials also hurt, as did lackluster picks in utilities and telecommunication services. Geographically, our selections in Brazil were weak, and underweighting Chile also hurt. Hungarian holding OTP Bank suffered from that nation's decision to impose a bank tax, and I liquidated the position. Russian oil producer Rosneft also detracted.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity Emerging Markets Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to October 31, 2010

Emerging Markets

1.13%

 

 

 

Actual

 

$ 1,000.00

$ 1,105.80

$ 6.00

Hypothetical A

 

$ 1,000.00

$ 1,019.51

$ 5.75

Class K

.90%

 

 

 

Actual

 

$ 1,000.00

$ 1,107.10

$ 4.78

Hypothetical A

 

$ 1,000.00

$ 1,020.67

$ 4.58

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Fidelity Emerging Markets Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

fid249

Brazil

13.6%

 

fid581

Korea (South)

11.6%

 

fid583

India

8.7%

 

fid585

Russia

7.9%

 

fid587

China

7.8%

 

fid589

Taiwan

7.0%

 

fid591

South Africa

6.4%

 

fid593

Indonesia

6.0%

 

fid595

Hong Kong

4.0%

 

fid267

Other

27.0%

 

fid624

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

fid249

Brazil

14.0%

 

fid581

Korea (South)

12.0%

 

fid583

Russia

8.5%

 

fid585

China

7.9%

 

fid587

South Africa

7.5%

 

fid589

Taiwan

6.8%

 

fid591

India

6.7%

 

fid593

Indonesia

4.4%

 

fid595

Hong Kong

4.0%

 

fid267

Other

28.2%

 

fid636

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

98.2

97.2

Short-Term Investments and Net Other Assets

1.8

2.8

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

America Movil SAB de CV Series L sponsored ADR (Mexico, Wireless Telecommunication Services)

2.1

1.3

Petroleo Brasileiro SA - Petrobras (PN) (non-vtg.) (Brazil, Oil, Gas & Consumable Fuels)

2.0

2.9

Vale SA (PN-A) sponsored ADR (Brazil, Metals & Mining)

2.0

3.5

Samsung Electronics Co. Ltd. (Korea (South), Semiconductors & Semiconductor Equipment)

1.9

2.5

Banco Bradesco SA (PN) sponsored ADR (Brazil, Commercial Banks)

1.8

1.3

CNOOC Ltd. (Hong Kong, Oil, Gas & Consumable Fuels)

1.8

1.5

Industrial & Commercial Bank of China Ltd. (H Shares) (China, Commercial Banks)

1.8

1.6

China Mobile (Hong Kong) Ltd. (Hong Kong, Wireless Telecommunication Services)

1.5

1.3

Hyundai Motor Co. (Korea (South), Automobiles)

1.4

1.3

Sberbank (Savings Bank of the Russian Federation) (Russia, Commercial Banks)

1.4

1.2

 

17.7

 

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

26.0

22.0

Materials

16.0

16.3

Energy

13.3

13.1

Consumer Discretionary

10.7

8.3

Information Technology

9.4

14.6

Industrials

7.2

5.5

Telecommunication Services

6.9

7.5

Consumer Staples

5.0

4.5

Utilities

2.0

2.8

Health Care

1.7

2.6

Annual Report

Fidelity Emerging Markets Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 98.2%

Shares

Value

Argentina - 0.4%

Banco Macro SA sponsored ADR

363,700

$ 18,130,445

Austria - 0.2%

Erste Bank AG

218,600

9,864,265

Bahamas (Nassau) - 0.2%

Petrominerales Ltd.

290,000

7,429,846

Bailiwick of Jersey - 0.7%

Heritage Oil PLC

1,647,993

9,095,944

Randgold Resources Ltd. sponsored ADR

199,700

18,755,824

West China Cement Ltd. (a)

14,412,000

5,577,939

TOTAL BAILIWICK OF JERSEY

33,429,707

Bermuda - 2.4%

Aquarius Platinum Ltd.:

(Australia)

3,233,117

18,592,187

(United Kingdom)

1,080,422

6,236,786

China Yurun Food Group Ltd.

5,091,000

19,802,438

CNPC (Hong Kong) Ltd.

15,122,000

19,235,984

Credicorp Ltd. (NY Shares)

91,200

11,480,256

Jinhui Shipping & Transportation Ltd. (a)

476,400

1,894,445

Orient Overseas International Ltd.

2,771,000

24,291,495

Sinofert Holdings Ltd. (a)

14,732,000

7,792,446

Texwinca Holdings Ltd.

7,198,000

7,856,163

TOTAL BERMUDA

117,182,200

Brazil - 13.6%

AES Tiete SA (PN) (non-vtg.)

659,800

9,094,939

Banco Bradesco SA (PN) sponsored ADR (d)

4,218,750

87,750,000

Banco do Brasil SA

1,781,300

34,658,494

Banco do Estado do Rio Grande do Sul SA

484,900

5,327,287

Brascan Residential Properties SA

806,600

4,390,498

Brasil Insurance Participacoes e Administracao SA (a)

6,400

5,078,768

Companhia de Bebidas das Americas (AmBev) (PN) sponsored ADR

238,200

33,166,968

Companhia Energetica de Minas Gerais (CEMIG) (PN) sponsored ADR (non-vtg.) (d)

9,515

169,748

Companhia Siderurgica Nacional SA (CSN) sponsored ADR (d)

2,292,396

38,695,644

Confab Industrial SA (PN) (non-vtg.)

791,900

2,862,794

Drogasil SA

317,000

8,018,170

Eletropaulo Metropolitana SA (PN-B)

360,900

6,300,688

Estacio Participacoes SA

351,400

5,248,692

Even Construtora e Incorporadora SA

598,400

3,404,957

Fleury SA

391,400

5,061,604

Gafisa SA sponsored ADR (d)

1,600,670

26,875,249

Light SA

657,200

8,274,879

Localiza Rent A Car SA

1,152,700

19,073,892

Lojas Renner SA

650,800

25,707,595

Natura Cosmeticos SA

718,900

20,579,844

OGX Petroleo e Gas Participacoes SA (a)

3,841,800

50,404,994

 

Shares

Value

OSX Brasil SA

14,300

$ 4,597,990

PDG Realty SA Empreendimentos e Participacoes

1,985,200

24,820,835

Petroleo Brasileiro SA - Petrobras:

(ON) sponsored ADR

435,500

14,859,260

(PN) (non-vtg.)

2,069,000

31,438,778

(PN) sponsored ADR (non-vtg.) (d)

2,159,621

67,358,579

TIM Participacoes SA sponsored ADR (non-vtg.)

543,200

17,523,632

Vale SA (PN-A) sponsored ADR

3,341,298

95,995,492

Weg SA

432,500

5,585,484

TOTAL BRAZIL

662,325,754

Canada - 1.8%

Eldorado Gold Corp.

1,211,911

20,521,329

First Quantum Minerals Ltd.

307,000

26,883,194

Niko Resources Ltd.

113,600

10,837,612

Pacific Rubiales Energy Corp. (a)

175,400

5,590,993

Sherritt International Corp.

801,200

6,229,548

Uranium One, Inc. (a)

3,812,200

15,586,699

TOTAL CANADA

85,649,375

Cayman Islands - 3.0%

3SBio, Inc. sponsored ADR (a)

475,177

7,151,414

Alibaba.com Ltd. (a)

2,150,000

4,199,452

China Shanshui Cement Group Ltd.

21,243,000

15,128,058

Daphne International Holdings Ltd.

13,592,000

15,185,515

Eurasia Drilling Co. Ltd.:

GDR (e)

118,300

3,016,650

GDR (Reg. S)

961,600

24,520,800

Evergreen International Holdings Ltd. (a)

260,000

154,298

Geely Automobile Holdings Ltd. (d)

26,870,000

15,148,770

Global Education & Technology Group Ltd. ADR (a)

18,900

187,677

Hidili Industry International Development Ltd.

14,040,000

14,961,509

International Mining Machinery Holdings Ltd.

10,358,500

9,020,464

Kingboard Chemical Holdings Ltd.

4,456,000

21,672,788

Kingboard Chemical Holdings Ltd. warrants 10/31/12 (a)

285,000

163,251

Microport Scientific Corp.

180,000

183,454

Shenguan Holdings Group Ltd.

4,400,000

5,733,269

Trina Solar Ltd. ADR (a)(d)

320,200

8,568,552

TOTAL CAYMAN ISLANDS

144,995,921

China - 7.8%

Anhui Expressway Co. Ltd. (H Shares)

6,682,000

5,086,122

Baidu.com, Inc. sponsored ADR (a)

197,022

21,674,390

China Communications Services Corp. Ltd. (H Shares)

14,080,000

8,210,495

China Construction Bank Corp.
(H Shares)

60,060,000

57,260,881

China Merchants Bank Co. Ltd.
(H Shares)

14,225,805

40,376,418

Common Stocks - continued

Shares

Value

China - continued

China Minsheng Banking Corp. Ltd.
(H Shares)

12,528,000

$ 11,653,202

China Suntien Green Energy Corp. Ltd.
(H Shares)

928,000

312,476

Digital China Holdings Ltd. (H Shares)

4,110,000

7,423,319

Golden Eagle Retail Group Ltd.
(H Shares)

7,900,000

20,995,323

Harbin Power Equipment Co. Ltd.
(H Shares)

11,592,000

15,613,028

Industrial & Commercial Bank of China Ltd. (H Shares)

106,013,000

85,343,799

Minth Group Ltd.

10,024,000

18,751,556

Ping An Insurance Group Co. China Ltd. (H Shares)

4,712,500

50,734,801

Weichai Power Co. Ltd. (H Shares)

778,000

10,217,758

Yantai Changyu Pioneer Wine Co.
(B Shares)

1,957,146

25,224,175

Zhaojin Mining Industry Co. Ltd.
(H Shares)

792,500

2,464,022

TOTAL CHINA

381,341,765

Colombia - 0.6%

Ecopetrol SA ADR (d)

573,525

27,380,084

Czech Republic - 1.2%

Ceske Energeticke Zavody AS

568,800

25,201,424

Komercni Banka AS

137,400

31,176,095

TOTAL CZECH REPUBLIC

56,377,519

Egypt - 0.8%

Commercial International Bank Ltd. sponsored GDR

5,117,374

39,147,911

Georgia - 0.2%

Bank of Georgia unit (a)

448,188

7,390,620

Hong Kong - 4.0%

China Mobile (Hong Kong) Ltd.

7,269,900

74,242,502

Chow Sang Sang Holdings International Ltd.

1,852,000

4,874,156

CNOOC Ltd.

30,682,000

64,055,369

CNOOC Ltd. sponsored ADR (d)

110,600

23,106,552

I.T Ltd.

4,784,000

4,036,428

Shanghai Industrial Holdings Ltd.

5,539,000

25,511,021

TOTAL HONG KONG

195,826,028

Hungary - 0.2%

Egis Rt.

64,600

7,589,391

India - 8.7%

Bank of Baroda

1,332,680

31,619,725

Bharat Heavy Electricals Ltd.

490,562

27,065,853

Housing Development Finance Corp. Ltd.

2,826,029

43,845,689

Idea Cellular Ltd. (a)

5,594,676

8,513,500

Indian Oil Corp. Ltd.

712,749

6,722,272

Indian Overseas Bank

2,111,333

7,611,755

Infosys Technologies Ltd. sponsored ADR

754,687

50,896,091

Infotech Enterprises Ltd.

635,785

2,346,631

 

Shares

Value

Infrastructure Development Finance Co. Ltd.

5,973,371

$ 26,959,343

ITC Ltd.

3,000

11,587

Jain Irrigation Systems Ltd.

3,891,395

20,367,821

JSW Steel Ltd.

1,009,390

30,559,525

LIC Housing Finance Ltd.

158,724

4,800,394

Radico Khaitan Ltd.

791,817

3,194,064

Reliance Industries Ltd.

2,424,858

59,971,813

Rural Electrification Corp. Ltd.

2,926,131

24,468,595

Shriram Transport Finance Co. Ltd.

521,712

10,374,212

Tata Consultancy Services Ltd.

1,723,966

40,951,243

Tata Steel Ltd.

469,734

6,246,164

Ultratech Cement Ltd.

694,085

17,223,330

TOTAL INDIA

423,749,607

Indonesia - 6.0%

Indofood Sukses Makmur Tbk PT (a)

6,969,500

4,444,879

PT Astra International Tbk

5,823,000

37,136,858

PT Bank Mandiri (Persero) Tbk

12,596,500

9,865,780

PT Bank Negara Indonesia (Persero) Tbk

53,406,500

23,304,631

PT Bank Rakyat Indonesia Tbk

26,382,500

33,651,491

PT Bank Tabungan Negara Tbk

31,323,000

6,974,289

PT Bumi Serpong Damai Tbk

42,621,500

4,005,821

PT Ciputra Development Tbk (a)

98,853,500

4,645,419

PT Delta Dunia Petroindo Tbk (a)

61,669,500

7,383,082

PT Gudang Garam Tbk

4,659,000

24,865,351

PT Indo Tambangraya Megah Tbk

2,801,000

14,165,603

PT Indocement Tunggal Prakarsa Tbk

14,414,500

29,514,415

PT Indofood Sukses Makmur Tbk

49,381,000

28,730,735

PT Kalbe Farma Tbk

28,924,000

8,656,965

PT Perusahaan Gas Negara Tbk Series B

40,412,100

18,312,598

PT Tambang Batubbara Bukit Asam Tbk

2,894,500

6,363,845

PT Tower Bersama Infrastructure Tbk

40,320,000

11,503,877

PT XL Axiata Tbk (a)

30,148,500

19,396,218

TOTAL INDONESIA

292,921,857

Kazakhstan - 0.3%

KazMunaiGas Exploration & Production JSC (Reg. S) GDR

765,611

13,168,509

Korea (South) - 11.6%

Busan Bank

794,140

9,887,024

CJ Corp.

255,250

18,000,286

Daegu Bank Co. Ltd.

683,020

8,959,132

Daelim Industrial Co.

181,061

14,748,942

Doosan Co. Ltd.

79,510

10,712,106

GS Holdings Corp.

257,960

13,534,582

Hanjin Heavy Industries & Consolidated Co. Ltd.

432,990

16,518,691

Honam Petrochemical Corp.

118,963

26,236,389

Hyundai Department Store Co. Ltd.

60,727

6,723,442

Hyundai Heavy Industries Co. Ltd.

106,992

34,871,109

Hyundai Mobis

192,422

47,912,986

Hyundai Motor Co.

457,060

69,097,545

Industrial Bank of Korea

2,202,190

31,627,713

Common Stocks - continued

Shares

Value

Korea (South) - continued

Kia Motors Corp.

986,550

$ 39,391,809

KT Corp.

478,990

18,884,825

LG Chemical Ltd.

60,514

18,673,504

Lumens Co. Ltd. (a)

760,009

6,758,638

NCsoft Corp.

98,911

21,770,092

Samsung Electronics Co. Ltd.

136,619

90,512,353

Shinhan Financial Group Co. Ltd.

1,214,820

47,047,935

Tong Yang Securities, Inc.

966,660

9,756,860

Young Poong Precision Corp.

230,057

2,690,306

TOTAL KOREA (SOUTH)

564,316,269

Lebanon - 0.0%

BLOM Bank SAL GDR

247,400

2,276,080

Luxembourg - 0.8%

Evraz Group SA GDR (a)

791,949

24,011,894

Millicom International Cellular SA

182,500

17,264,500

TOTAL LUXEMBOURG

41,276,394

Malaysia - 0.8%

AirAsia Bhd (a)

8,069,300

6,406,677

Axiata Group Bhd (a)

13,866,600

20,013,190

RHB Capital BHD

2,223,000

5,737,927

Top Glove Corp. Bhd

4,374,400

7,733,590

TOTAL MALAYSIA

39,891,384

Mexico - 2.6%

America Movil SAB de CV Series L sponsored ADR

1,795,733

102,823,666

Banco Compartamos SA de CV

2,500,800

17,715,477

Genomma Lab Internacional SA de CV (a)

3,371,200

7,323,533

TOTAL MEXICO

127,862,676

Nigeria - 0.3%

Guaranty Trust Bank PLC GDR (Reg. S)

2,221,301

16,126,645

Norway - 0.1%

Det Norske Oljeselskap ASA (DNO)
(A Shares) (a)(d)

2,936,300

4,610,442

Peru - 0.6%

Compania de Minas Buenaventura SA sponsored ADR

582,600

30,901,104

Poland - 0.1%

Bank Handlowy w Warszawie SA

210,365

6,641,824

Qatar - 0.3%

Commercial Bank of Qatar GDR (Reg. S)

2,702,839

12,384,856

Russia - 7.9%

Cherkizovo Group OJSC GDR (a)

485,391

9,888,943

LSR Group OJSC GDR (Reg. S) (a)

722,900

6,144,650

Magnit OJSC GDR (Reg. S)

1,249,300

33,406,282

Mechel Steel Group OAO sponsored ADR

950,200

22,377,210

OAO NOVATEK GDR

515,958

49,351,383

OAO Raspadskaya (a)

844,900

4,919,715

 

Shares

Value

OAO Tatneft sponsored ADR

947,500

$ 29,893,625

OJSC MMC Norilsk Nickel sponsored ADR

1,822,141

33,982,930

OJSC Oil Company Rosneft GDR
(Reg. S)

6,190,100

43,144,997

Polymetal JSC GDR (Reg. S) (a)

1,636,564

25,857,711

Protek (a)

293,800

533,347

RusHydro JSC:

rights 6/30/10 (a)

3,096,263

159,674

sponsored ADR (a)

4,157,133

21,513,163

Sberbank (Savings Bank of the Russian Federation)

13,713,000

45,064,903

Sberbank (Savings Bank of the Russian Federation) GDR

60,933

22,892,010

Severstal JSC (a)

467,200

6,376,102

Sistema JSFC sponsored GDR

890,621

22,978,022

TGK-1 OAO (a)

6,882,675,325

4,776,577

TOTAL RUSSIA

383,261,244

Singapore - 0.8%

Keppel Corp. Ltd.

2,227,000

17,171,799

Straits Asia Resources Ltd.

9,109,000

16,116,519

Yanlord Land Group Ltd.

3,704,000

4,922,259

TOTAL SINGAPORE

38,210,577

South Africa - 6.4%

African Bank Investments Ltd.

5,509,999

28,269,515

African Rainbow Minerals Ltd.

994,398

25,368,679

AngloGold Ashanti Ltd.

589,300

27,638,213

AngloGold Ashanti Ltd. sponsored ADR

348,600

16,422,546

Aspen Pharmacare Holdings Ltd.

1,479,177

19,743,335

Clicks Group Ltd.

2,764,327

18,034,096

Foschini Ltd.

1,921,394

23,322,622

Imperial Holdings Ltd.

48,385

789,143

Mr Price Group Ltd.

3,052,145

27,737,068

Mvelaphanda Resources Ltd. (a)

3,358,378

21,957,547

Shoprite Holdings Ltd.

1,843,435

26,057,906

Standard Bank Group Ltd.

3,028,681

44,662,457

Wilson Bayly Holmes-Ovcon Ltd.

396,657

7,665,816

Woolworths Holdings Ltd.

6,307,716

24,717,426

TOTAL SOUTH AFRICA

312,386,369

Spain - 0.3%

Banco Bilbao Vizcaya Argentaria SA sponsored ADR

658,724

8,662,221

Banco Santander SA sponsored ADR

343,700

4,402,797

TOTAL SPAIN

13,065,018

Taiwan - 7.0%

Advanced Semiconductor Engineering, Inc.

5,698,605

4,961,557

Advanced Semiconductor Engineering, Inc. sponsored ADR (d)

4,129,481

18,293,601

Alpha Networks, Inc.

8,089,000

7,189,048

Asia Cement Corp.

19,796,301

20,407,558

Common Stocks - continued

Shares

Value

Taiwan - continued

Chroma ATE, Inc.

3,913,256

$ 10,075,627

Farglory Land Development Co. Ltd.

3,224,000

8,006,012

Formosa Plastics Corp.

14,818,000

42,510,061

Fubon Financial Holding Co. Ltd.

24,000,651

29,407,758

HTC Corp.

2,520,100

56,898,844

Huaku Development Co. Ltd.

2,551,000

7,076,618

Macronix International Co. Ltd.

39,999,113

24,635,951

Pegatron Corp. (a)

8,394,000

11,368,446

Ruentex Development Co. Ltd.

2,587,000

4,294,057

Taishin Financial Holdings Co. Ltd.

61,465,380

26,911,815

Taiwan Cement Corp.

10,256,000

10,924,542

Taiwan Semiconductor Manufacturing Co. Ltd.

10,725,447

22,077,493

Unimicron Technology Corp.

2,828,000

4,814,207

Wistron Corp.

14,414,635

29,625,243

TOTAL TAIWAN

339,478,438

Thailand - 1.4%

Advanced Info Service PCL (For. Reg.)

5,978,900

17,972,646

Banpu PCL (For. Reg.)

523,000

13,520,441

BEC World PCL (For. Reg.)

8,241,200

9,152,301

Siam Commercial Bank PCL (For. Reg.)

8,516,300

29,155,670

Total Access Communication PCL (For. Reg.)

105,200

147,575

TOTAL THAILAND

69,948,633

Turkey - 3.2%

Enka Insaat ve Sanayi AS

2,195,888

10,027,934

Sinpas Gayrimenkul Yatirim Ortakligi AS (a)

4,277,000

6,500,634

Tofas Turk Otomobil Fabrikasi AS

3,432,151

19,023,636

Turk Hava Yollari AO

8,176,571

33,919,401

Turkiye Garanti Bankasi AS

9,585,895

58,813,272

Turkiye Halk Bankasi AS

2,524,000

25,516,280

TOTAL TURKEY

153,801,157

United Arab Emirates - 0.3%

DP World Ltd.

23,738,830

14,219,559

United Kingdom - 0.8%

Hikma Pharmaceuticals PLC

1,378,718

17,362,057

Xstrata PLC

1,171,870

22,708,502

TOTAL UNITED KINGDOM

40,070,559

 

Shares

Value

United States of America - 0.8%

CTC Media, Inc.

620,100

$ 14,634,360

Freeport-McMoRan Copper & Gold, Inc.

273,347

25,880,494

TOTAL UNITED STATES OF AMERICA

40,514,854

TOTAL COMMON STOCKS

(Cost $3,568,814,275)

4,775,144,886

Money Market Funds - 3.8%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)

51,945,705

51,945,705

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

133,749,591

133,749,591

TOTAL MONEY MARKET FUNDS

(Cost $185,695,296)

185,695,296

TOTAL INVESTMENT PORTFOLIO - 102.0%

(Cost $3,754,509,571)

4,960,840,182

NET OTHER ASSETS (LIABILITIES) - (2.0)%

(96,869,229)

NET ASSETS - 100%

$ 4,863,970,953

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $3,016,650 or 0.1% of net assets.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 152,773

Fidelity Securities Lending Cash Central Fund

695,966

Total

$ 848,739

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Brazil

$ 662,325,754

$ 657,246,986

$ 5,078,768

$ -

Korea (South)

564,316,269

545,431,444

18,884,825

-

India

423,749,607

392,129,882

31,619,725

-

Russia

383,261,244

383,261,244

-

-

China

381,341,765

381,341,765

-

-

Taiwan

339,478,438

312,439,388

27,039,050

-

South Africa

312,386,369

284,748,156

27,638,213

-

Indonesia

292,921,857

292,921,857

-

-

Hong Kong

195,826,028

57,528,157

138,297,871

-

Other

1,219,537,555

1,219,383,257

154,298

-

Money Market Funds

185,695,296

185,695,296

-

-

Total Investments in Securities:

$ 4,960,840,182

$ 4,712,127,432

$ 248,712,750

$ -

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Investments in Securities:

Beginning Balance

$ 59,240

Total Realized Gain (Loss)

(3,687,175)

Total Unrealized Gain (Loss)

3,692,447

Cost of Purchases

-

Proceeds of Sales

(64,512)

Amortization/Accretion

-

Transfers in to Level 3

-

Transfers out of Level 3

-

Ending Balance

$ -

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at October 31, 2010

$ -

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $581,445,081 of which $11,565,560 and $569,879,521 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Emerging Markets Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $130,680,343) - See accompanying schedule:

Unaffiliated issuers (cost $3,568,814,275)

$ 4,775,144,886

 

Fidelity Central Funds (cost $185,695,296)

185,695,296

 

Total Investments (cost $3,754,509,571)

 

$ 4,960,840,182

Foreign currency held at value (cost $1,301,907)

1,297,673

Receivable for investments sold

25,393,050

Receivable for fund shares sold

32,285,128

Dividends receivable

7,645,151

Distributions receivable from Fidelity Central Funds

60,063

Other receivables

1,818,612

Total assets

5,029,339,859

 

 

 

Liabilities

Payable for investments purchased

$ 18,095,363

Payable for fund shares redeemed

4,146,034

Accrued management fee

2,825,240

Other affiliated payables

1,043,321

Other payables and accrued expenses

5,509,357

Collateral on securities loaned, at value

133,749,591

Total liabilities

165,368,906

 

 

 

Net Assets

$ 4,863,970,953

Net Assets consist of:

 

Paid in capital

$ 4,249,475,033

Undistributed net investment income

44,633,128

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(632,028,917)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

1,201,891,709

Net Assets

$ 4,863,970,953

Emerging Markets:
Net Asset Value
, offering price and redemption price per share ($3,975,341,962 ÷ 154,545,221 shares)

$ 25.72

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($888,628,991 ÷ 34,507,270 shares)

$ 25.75

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 101,300,180

Interest

 

2,008

Income from Fidelity Central Funds

 

848,739

Income before foreign taxes withheld

 

102,150,927

Less foreign taxes withheld

 

(11,397,819)

Total income

 

90,753,108

 

 

 

Expenses

Management fee

$ 30,896,545

Transfer agent fees

11,669,686

Accounting and security lending fees

1,569,593

Custodian fees and expenses

3,986,795

Independent trustees' compensation

24,412

Registration fees

136,516

Audit

118,020

Legal

20,175

Interest

4,443

Miscellaneous

53,667

Total expenses before reductions

48,479,852

Expense reductions

(2,360,269)

46,119,583

Net investment income (loss)

44,633,525

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

528,879,058

Foreign currency transactions

(4,633,192)

Capital gain distributions from Fidelity Central Funds

4,197

Total net realized gain (loss)

 

524,250,063

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $1,362,215)

400,550,127

Assets and liabilities in foreign currencies

2,454

Total change in net unrealized appreciation (depreciation)

 

400,552,581

Net gain (loss)

924,802,644

Net increase (decrease) in net assets resulting from operations

$ 969,436,169

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 44,633,525

$ 29,313,306

Net realized gain (loss)

524,250,063

(579,779,624)

Change in net unrealized appreciation (depreciation)

400,552,581

1,728,712,395

Net increase (decrease) in net assets resulting from operations

969,436,169

1,178,246,077

Distributions to shareholders from net investment income

(23,159,233)

(37,630,187)

Distributions to shareholders from net realized gain

(26,416,955)

-

Total distributions

(49,576,188)

(37,630,187)

Share transactions - net increase (decrease)

23,065,054

603,896,717

Redemption fees

1,389,036

1,520,594

Total increase (decrease) in net assets

944,314,071

1,746,033,201

 

 

 

Net Assets

Beginning of period

3,919,656,882

2,173,623,681

End of period (including undistributed net investment income of $44,633,128 and undistributed net investment income of $23,182,142, respectively)

$ 4,863,970,953

$ 3,919,656,882

Financial Highlights - Emerging Markets

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 20.68

$ 13.71

$ 37.55

$ 22.04

$ 15.71

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .23

.17

.42 E

.25

.21

Net realized and unrealized gain (loss)

  5.05

7.03

(22.73)

15.44

6.31

Total from investment operations

  5.28

7.20

(22.31)

15.69

6.52

Distributions from net investment income

  (.12)

(.24)

(.19)

(.20)

(.21)

Distributions from net realized gain

  (.14)

-

(1.37)

-

-

Total distributions

  (.25) G

(.24)

(1.56)

(.20)

(.21)

Redemption fees added to paid in capital B

  .01

.01

.03

.02

.02

Net asset value, end of period

$ 25.72

$ 20.68

$ 13.71

$ 37.55

$ 22.04

Total Return A

  25.76%

53.95%

(61.84)%

71.81%

41.96%

Ratios to Average Net Assets C,F

 

 

 

 

 

Expenses before reductions

  1.14%

1.16%

1.07%

1.05%

1.11%

Expenses net of fee waivers, if any

  1.14%

1.16%

1.07%

1.05%

1.11%

Expenses net of all reductions

  1.09%

1.10%

1.02%

.99%

1.01%

Net investment income (loss)

  1.00%

1.09%

1.47% E

.89%

1.04%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 3,975,342

$ 3,649,582

$ 2,086,196

$ 6,609,045

$ 3,005,145

Portfolio turnover rate D

  85%

88%

63%

52%

66%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Investment income per share reflects a special dividend which amounted to $.09 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been 1.17%.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Total distributions of $.25 per share is comprised of distributions from net investment income of $.116 and distributions from net realized gain of $.135 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class K

Years ended October 31,

2010

2009

2008 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 20.69

$ 13.72

$ 31.99

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .28

.22

.15 G

Net realized and unrealized gain (loss)

  5.05

7.02

(18.43)

Total from investment operations

  5.33

7.24

(18.28)

Distributions from net investment income

  (.15)

(.28)

-

Distributions from net realized gain

  (.14)

-

-

Total distributions

  (.28) J

(.28)

-

Redemption fees added to paid in capital D

  .01

.01

.01

Net asset value, end of period

$ 25.75

$ 20.69

$ 13.72

Total Return B,C

  26.03%

54.44%

(57.11)%

Ratios to Average Net Assets E,I

 

 

 

Expenses before reductions

  .90%

.91%

.92% A

Expenses net of fee waivers, if any

  .90%

.91%

.92% A

Expenses net of all reductions

  .84%

.84%

.87% A

Net investment income (loss)

  1.24%

1.35%

2.02% A,G

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 888,629

$ 270,075

$ 87,427

Portfolio turnover rate F

  85%

88%

63%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Investment income per share reflects a special dividend which amounted to $.02 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been 1.71%.

H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Total distributions of $.28 per share is comprised of distributions from net investment income of $.148 and distributions from net realized gain of $.135 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Emerging Markets Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Emerging Markets and Class K shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in significant transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 1,205,006,815

Gross unrealized depreciation

(73,553,817)

Net unrealized appreciation (depreciation)

$ 1,131,452,998

 

 

Tax Cost

$ 3,829,387,184

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 68,927,382

Capital loss carryforward

$ (581,445,081)

Net unrealized appreciation (depreciation)

$ 1,131,567,331

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 49,576,188

$ 37,630,187

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Operating Policies.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $3,595,488,192 and $3,633,115,797, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of Emerging Markets. FIIOC receives an asset-based fee of Class K's average net assets. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Emerging Markets

$ 11,414,538

.29

Class K

255,148

.05

 

$ 11,669,686

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $78 for the period.

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 22,161,786

.46%

$ 3,986

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $16,938 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $695,966. During the period, there were no securities loaned to FCM.

9. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. The average daily loan balance during the period for which loans were outstanding amounted to $7,771,667. The weighted average interest rate was .71%. The interest expense amounted to $457 under the bank borrowing program. At period end, there were no bank borrowings outstanding.

10. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $2,359,897 for the period. In addition, through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $372.

Annual Report

Notes to Financial Statements - continued

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Emerging Markets

$ 21,030,807

$ 35,658,169

Class K

2,128,426

1,972,018

Total

$ 23,159,233

$ 37,630,187

From net realized gain

 

 

Emerging Markets

$ 24,475,486

$ -

Class K

1,941,469

-

Total

$ 26,416,955

$ -

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009 A

2010

2009 A

Emerging Markets

 

 

 

 

Shares sold

69,154,267

77,986,934

$ 1,590,197,264

$ 1,325,781,409

Conversion to Class K

-

(2,616,204)

-

(34,095,539)

Reinvestment of distributions

1,952,719

2,953,728

43,877,566

34,381,402

Shares redeemed

(92,999,725)

(54,051,229)

(2,095,951,354)

(822,757,665)

Net increase (decrease)

(21,892,739)

24,273,229

$ (461,876,524)

$ 503,309,607

Class K

 

 

 

 

Shares sold

28,708,422

7,005,118

$ 648,209,971

$ 114,260,792

Conversion from Emerging Markets

-

2,618,157

-

34,095,539

Reinvestment of distributions

181,368

169,855

4,069,895

1,972,018

Shares redeemed

(7,437,639)

(3,108,249)

(167,338,288)

(49,741,239)

Net increase (decrease)

21,452,151

6,684,881

$ 484,941,578

$ 100,587,110

A Conversion transactions for Class K and Emerging Markets are presented for the period November 1, 2008 through August 31, 2009.

13. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Fidelity Europe Capital Appreciation Fund

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the fund's distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

Fidelity Europe Capital Appreciation Fund

10.08%

4.52%

5.00%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Europe Capital Appreciation Fund on October 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the MSCI Europe Index performed over the same period.

fid638

Annual Report

Fidelity Europe Capital Appreciation Fund

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Melissa Reilly, Portfolio Manager of Fidelity® Europe Capital Appreciation Fund: For the 12 months ending October 31, 2010, the fund advanced 10.08%, outpacing the 8.60% increase of the MSCI Europe Index. Stock selection and a significant overweighting in consumer discretionary contributed the most. The fund's media holdings - Germany's ProSiebenSat.1 Media, U.S.-based Virgin Media and Sweden's Modern Times Group - were beneficial, as advertising spending increased during the period. ProSiebenSat.1 Media and Virgin Media were out-of-index positions. The fund's positioning in industrials, particularly among capital goods names, and security selection in information technology helped. Danish pharmaceutical company Novo Nordisk and materials firm Umicore in Belgium also aided results. Geographically, the fund's holdings in Germany and Denmark notably contributed, as did out-of-index stakes in the U.S., China and South Africa. Stock selection in the U.K. detracted, followed by Spain and the Netherlands. Also hurting performance was the fund's positioning in telecommunication services, materials and consumer staples. On an individual security basis, British oil giant BP was the top detractor. Several underweightings also were harmful, including AstraZeneca, a British biopharmaceutical firm, and telecommunications companies Vodafone, based in the U.K., and Telefonica in Spain. I sold Telefonica by period end.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity Europe Capital Appreciation Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to
October 31, 2010

Actual

1.06%

$ 1,000.00

$ 1,074.70

$ 5.54

Hypothetical (5% return per year before expenses)

 

$ 1,000.00

$ 1,019.86

$ 5.40

* Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Fidelity Europe Capital Appreciation Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

fid249

United Kingdom

29.7%

 

fid251

France

13.1%

 

fid253

Germany

10.2%

 

fid255

Switzerland

9.5%

 

fid257

Spain

4.9%

 

fid259

Sweden

4.0%

 

fid261

United States of America

3.5%

 

fid263

Denmark

3.1%

 

fid265

Belgium

3.1%

 

fid267

Other

18.9%

 

fid650

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

fid249

United Kingdom

29.0%

 

fid251

France

12.2%

 

fid253

Switzerland

11.4%

 

fid255

Germany

10.0%

 

fid257

Spain

6.0%

 

fid259

United States of America

5.4%

 

fid261

Sweden

4.3%

 

fid263

Netherlands

3.7%

 

fid265

Belgium

2.8%

 

fid267

Other

15.2%

 

fid662

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

99.6

99.3

Short-Term Investments and Net Other Assets

0.4

0.7

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

BP PLC (United Kingdom, Oil, Gas & Consumable Fuels)

3.3

0.4

Royal Dutch Shell PLC Class A (United Kingdom) (United Kingdom, Oil, Gas & Consumable Fuels)

3.1

4.3

Vodafone Group PLC (United Kingdom, Wireless Telecommunication Services)

2.6

0.3

Novartis AG (Switzerland, Pharmaceuticals)

2.4

1.7

HSBC Holdings PLC sponsored ADR (United Kingdom, Commercial Banks)

2.3

2.9

Banco Santander SA (Spain, Commercial Banks)

2.3

1.9

Nestle SA (Switzerland, Food Products)

2.0

1.9

GlaxoSmithKline PLC (United Kingdom, Pharmaceuticals)

1.9

0.0

Siemens AG (Germany, Industrial Conglomerates)

1.9

1.2

Volkswagen AG (Germany, Automobiles)

1.8

0.0

 

23.6

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Discretionary

21.5

12.7

Financials

18.9

23.7

Industrials

11.4

14.1

Energy

10.9

11.1

Materials

9.4

9.4

Health Care

8.8

9.7

Consumer Staples

7.9

6.2

Information Technology

6.6

6.2

Telecommunication Services

4.2

4.3

Utilities

0.0

1.9

Annual Report

Fidelity Europe Capital Appreciation Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 96.1%

Shares

Value

Austria - 0.7%

Erste Bank AG

69,000

$ 3,113,606

Bailiwick of Jersey - 2.3%

Experian PLC

299,700

3,483,592

Randgold Resources Ltd. sponsored ADR

35,700

3,352,944

Shire PLC

149,082

3,498,085

TOTAL BAILIWICK OF JERSEY

10,334,621

Belgium - 3.1%

Ageas

1,014,700

3,118,897

Anheuser-Busch InBev SA NV

108,361

6,790,328

Anheuser-Busch InBev SA NV (strip VVPR) (a)

103,680

433

Umicore SA

93,961

4,421,696

TOTAL BELGIUM

14,331,354

Bermuda - 0.4%

Huabao International Holdings Ltd.

1,184,000

1,784,115

British Virgin Islands - 0.3%

Playtech Ltd.

193,767

1,390,012

Canada - 1.6%

First Quantum Minerals Ltd.

27,500

2,408,104

Niko Resources Ltd.

10,200

973,095

Petrobank Energy & Resources Ltd. (a)

30,900

1,229,759

Uranium One, Inc. (a)

643,500

2,631,037

TOTAL CANADA

7,241,995

Cayman Islands - 0.7%

Hengdeli Holdings Ltd.

5,428,000

3,011,179

China - 1.3%

Baidu.com, Inc. sponsored ADR (a)

18,400

2,024,184

China Merchants Bank Co. Ltd. (H Shares)

956,500

2,714,788

Home Inns & Hotels Management, Inc. sponsored ADR (a)

26,100

1,335,276

TOTAL CHINA

6,074,248

Denmark - 3.1%

Carlsberg AS Series B

34,400

3,761,527

Novo Nordisk AS Series B

62,438

6,554,884

Novozymes AS Series B

20,000

2,664,627

Pandora A/S

29,400

1,426,359

TOTAL DENMARK

14,407,397

Finland - 1.1%

Nokia Corp.

464,700

4,989,337

France - 13.1%

Accor SA

88,486

3,627,844

Alstom SA

43,461

2,192,780

Atos Origin SA (a)

61,420

2,839,504

BNP Paribas SA

100,458

7,345,559

Essilor International SA

27,454

1,832,878

Iliad Group SA (d)

32,534

3,662,297

 

Shares

Value

L'Oreal SA

44,300

$ 5,200,055

LVMH Moet Hennessy - Louis Vuitton

39,572

6,200,033

Natixis SA (a)

683,500

4,191,304

PPR SA

23,400

3,835,560

Publicis Groupe SA

66,100

3,291,780

Remy Cointreau SA

28,267

1,984,699

Safran SA

99,300

3,147,535

Schneider Electric SA

32,487

4,610,812

Societe Generale Series A

41,868

2,506,517

Vallourec SA

32,234

3,344,614

TOTAL FRANCE

59,813,771

Germany - 6.7%

Bayerische Motoren Werke AG (BMW)

70,493

5,052,486

Fresenius Medical Care AG & Co. KGaA

44,300

2,821,319

Linde AG

23,367

3,363,575

MAN SE

44,993

4,945,835

Rheinmetall AG

39,700

2,859,252

SAP AG

57,849

3,016,110

Siemens AG

75,213

8,590,093

TOTAL GERMANY

30,648,670

Italy - 1.5%

Mediaset SpA

445,200

3,283,210

Saipem SpA

76,758

3,410,281

TOTAL ITALY

6,693,491

Netherlands - 2.5%

AEGON NV (a)

376,500

2,385,569

ASML Holding NV (Netherlands)

89,100

2,952,911

ING Groep NV (Certificaten Van Aandelen) unit (a)

291,100

3,113,607

Randstad Holdings NV (a)

62,457

2,972,178

TOTAL NETHERLANDS

11,424,265

Norway - 2.4%

Aker Solutions ASA

105,400

1,604,574

DnB NOR ASA

231,400

3,175,219

Storebrand ASA (A Shares) (a)

567,000

4,123,337

Telenor ASA

124,800

2,011,735

TOTAL NORWAY

10,914,865

Qatar - 0.3%

Commercial Bank of Qatar GDR (Reg. S)

353,630

1,620,391

Russia - 2.1%

Magnit OJSC GDR (Reg. S)

97,800

2,615,172

Mechel Steel Group OAO sponsored ADR

98,300

2,314,965

OJSC MMC Norilsk Nickel sponsored ADR

126,500

2,359,225

Uralkali JSC GDR (Reg. S)

94,200

2,331,450

TOTAL RUSSIA

9,620,812

South Africa - 0.9%

Clicks Group Ltd.

638,217

4,163,642

Common Stocks - continued

Shares

Value

Spain - 4.9%

Banco Santander SA

817,130

$ 10,485,664

Gestevision Telecinco SA (d)

551,500

7,033,848

Inditex SA (d)

56,639

4,729,408

TOTAL SPAIN

22,248,920

Sweden - 4.0%

Elekta AB (B Shares)

36,700

1,388,554

H&M Hennes & Mauritz AB (B Shares)

146,452

5,159,662

Modern Times Group MTG AB (B Shares)

36,700

2,631,551

Sandvik AB

217,500

3,277,995

SKF AB (B Shares)

73,100

1,887,235

Swedbank AB (A Shares) (a)

296,058

4,131,856

TOTAL SWEDEN

18,476,853

Switzerland - 9.5%

Clariant AG (Reg.) (a)

151,740

2,565,097

Compagnie Financiere Richemont SA Series A

91,089

4,541,726

Julius Baer Group Ltd.

43,130

1,820,105

Nestle SA

167,081

9,148,845

Novartis AG

188,812

10,936,949

Schindler Holding AG (participation certificate)

31,591

3,385,839

The Swatch Group AG (Bearer)

9,940

3,797,871

Transocean Ltd. (a)

20,700

1,311,552

UBS AG (a)

362,918

6,163,206

TOTAL SWITZERLAND

43,671,190

Turkey - 0.8%

Boyner Buyuk Magazacilik AS (a)

490,000

1,141,044

Turkiye Garanti Bankasi AS

414,000

2,540,054

TOTAL TURKEY

3,681,098

United Kingdom - 29.7%

Aegis Group PLC

609,250

1,226,970

AstraZeneca PLC (United Kingdom)

57,785

2,906,332

BG Group PLC

351,893

6,852,811

BHP Billiton PLC

107,071

3,792,516

BP PLC

814,000

5,532,203

BP PLC sponsored ADR

235,600

9,619,548

British Airways PLC (a)(d)

877,200

3,804,434

Britvic PLC

273,000

2,109,955

Burberry Group PLC

215,100

3,511,703

Capita Group PLC

169,900

2,086,454

Carphone Warehouse Group PLC

576,500

2,812,482

Fresnillo PLC

162,300

3,250,362

GlaxoSmithKline PLC

450,500

8,796,054

HSBC Holdings PLC sponsored ADR (d)

204,385

10,650,502

ITV PLC (a)

2,746,500

3,003,208

Kazakhmys PLC

81,800

1,724,695

Kesa Electricals PLC

617,700

1,568,592

Lloyds Banking Group PLC (a)

4,515,600

4,962,580

 

Shares

Value

Micro Focus International PLC

366,800

$ 2,243,719

Misys PLC (a)

518,900

2,339,435

Morgan Crucible Co. PLC

508,100

1,864,180

Next PLC

44,900

1,643,750

Reckitt Benckiser Group PLC

82,600

4,619,905

Royal Dutch Shell PLC Class A (United Kingdom)

430,766

13,982,474

Sage Group PLC

395,300

1,706,191

Schroders PLC

93,500

2,365,358

Standard Chartered PLC (United Kingdom)

211,881

6,129,043

TalkTalk Telecom Group PLC (a)

869,200

1,836,825

Vodafone Group PLC

4,320,200

11,808,240

Wolfson Microelectronics PLC (a)

514,500

2,097,859

Xstrata PLC

274,000

5,309,573

TOTAL UNITED KINGDOM

136,157,953

United States of America - 3.1%

Allergan, Inc.

28,700

2,078,167

Anadarko Petroleum Corp.

39,000

2,401,230

Apple, Inc. (a)

8,530

2,566,421

CF Industries Holdings, Inc.

13,600

1,666,408

Google, Inc. Class A (a)

2,700

1,655,073

Virgin Media, Inc. (d)

142,900

3,633,947

TOTAL UNITED STATES OF AMERICA

14,001,246

TOTAL COMMON STOCKS

(Cost $385,379,146)

439,815,031

Nonconvertible Preferred Stocks - 3.5%

 

 

 

 

Germany - 3.5%

ProSiebenSat.1 Media AG

284,100

7,506,955

Volkswagen AG

55,800

8,385,434

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $10,015,350)

15,892,389

Money Market Funds - 4.1%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)

3,694,483

3,694,483

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

15,304,514

15,304,514

TOTAL MONEY MARKET FUNDS

(Cost $18,998,997)

18,998,997

TOTAL INVESTMENT PORTFOLIO - 103.7%

(Cost $414,393,493)

474,706,417

NET OTHER ASSETS (LIABILITIES) - (3.7)%

(16,857,161)

NET ASSETS - 100%

$ 457,849,256

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 6,254

Fidelity Securities Lending Cash Central Fund

317,387

Total

$ 323,641

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United Kingdom

$ 136,157,953

$ 98,360,028

$ 37,797,925

$ -

France

59,813,771

59,813,771

-

-

Germany

46,541,059

46,541,059

-

-

Switzerland

43,671,190

26,571,035

17,100,155

-

Spain

22,248,920

11,763,256

10,485,664

-

Sweden

18,476,853

18,476,853

-

-

Denmark

14,407,397

7,852,513

6,554,884

-

Belgium

14,331,354

14,331,354

-

-

United States of America

14,001,246

14,001,246

-

-

Other

86,057,677

69,118,168

16,939,509

-

Money Market Funds

18,998,997

18,998,997

-

-

Total Investments in Securities:

$ 474,706,417

$ 385,828,280

$ 88,878,137

$ -

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $320,932,327 of which $183,788,858 and $137,143,469 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Europe Capital Appreciation Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

Assets

Investment in securities, at value (including securities loaned of $14,728,234) - See accompanying schedule:

Unaffiliated issuers (cost $395,394,496)

$ 455,707,420

 

Fidelity Central Funds (cost $18,998,997)

18,998,997

 

Total Investments (cost $414,393,493)

 

$ 474,706,417

Foreign currency held at value (cost $14,790)

14,790

Receivable for investments sold

1,104,528

Receivable for fund shares sold

96,066

Dividends receivable

2,343,733

Distributions receivable from Fidelity Central Funds

6,192

Other receivables

107,533

Total assets

478,379,259

 

 

 

Liabilities

Payable for investments purchased

$ 3,881,966

Payable for fund shares redeemed

570,306

Accrued management fee

255,420

Other affiliated payables

115,969

Other payables and accrued expenses

401,828

Collateral on securities loaned, at value

15,304,514

Total liabilities

20,530,003

 

 

 

Net Assets

$ 457,849,256

Net Assets consist of:

 

Paid in capital

$ 723,188,544

Undistributed net investment income

4,108,694

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(329,632,168)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

60,184,186

Net Assets, for 24,668,068 shares outstanding

$ 457,849,256

Net Asset Value, offering price and redemption price per share ($457,849,256 ÷ 24,668,068 shares)

$ 18.56

Statement of Operations

  

Year ended October 31, 2010

Investment Income

  

  

Dividends

 

$ 10,585,980

Interest

 

17

Income from Fidelity Central Funds

 

323,641

Income before foreign taxes withheld

 

10,909,638

Less foreign taxes withheld

 

(1,133,157)

Total income

 

9,776,481

 

 

 

Expenses

Management fee
Basic fee

$ 3,323,938

Performance adjustment

(215,573)

Transfer agent fees

1,267,546

Accounting and security lending fees

246,986

Custodian fees and expenses

123,405

Independent trustees' compensation

2,760

Registration fees

22,541

Audit

55,850

Legal

2,607

Interest

380

Miscellaneous

6,968

Total expenses before reductions

4,837,408

Expense reductions

(342,652)

4,494,756

Net investment income (loss)

5,281,725

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

7,937,777

Foreign currency transactions

(207,869)

Capital gain distributions from Fidelity Central Funds

1,004

Total net realized gain (loss)

 

7,730,912

Change in net unrealized appreciation (depreciation) on:

Investment securities

29,147,677

Assets and liabilities in foreign currencies

99,325

Total change in net unrealized appreciation (depreciation)

 

29,247,002

Net gain (loss)

36,977,914

Net increase (decrease) in net assets resulting from operations

$ 42,259,639

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 5,281,725

$ 9,901,244

Net realized gain (loss)

7,730,912

(134,505,738)

Change in net unrealized appreciation (depreciation)

29,247,002

228,258,256

Net increase (decrease) in net assets resulting from operations

42,259,639

103,653,762

Distributions to shareholders from net investment income

(9,633,705)

(18,820,678)

Share transactions
Proceeds from sales of shares

36,382,856

35,731,816

Reinvestment of distributions

9,217,350

17,852,290

Cost of shares redeemed

(141,374,658)

(111,090,785)

Net increase (decrease) in net assets resulting from share transactions

(95,774,452)

(57,506,679)

Redemption fees

13,460

3,805

Total increase (decrease) in net assets

(63,135,058)

27,330,210

 

 

 

Net Assets

Beginning of period

520,984,314

493,654,104

End of period (including undistributed net investment income of $4,108,694 and undistributed net investment income of $8,667,539, respectively)

$ 457,849,256

$ 520,984,314

Other Information

Shares

Sold

2,148,209

2,499,317

Issued in reinvestment of distributions

511,223

1,466,910

Redeemed

(8,358,624)

(8,182,319)

Net increase (decrease)

(5,699,192)

(4,216,092)

Financial Highlights

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 17.16

$ 14.27

$ 32.66

$ 27.47

$ 23.15

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .19

.31

.50

.62

.38 E

Net realized and unrealized gain (loss)

  1.53

3.14

(14.11)

7.04

6.85

Total from investment operations

  1.72

3.45

(13.61)

7.66

7.23

Distributions from net investment income

  (.32)

(.56)

(.56)

(.22)

(.30)

Distributions from net realized gain

  -

-

(4.22)

(2.25)

(2.62)

Total distributions

  (.32)

(.56)

(4.78)

(2.47)

(2.92)

Redemption fees added to paid in capital B

  - G

- G

- G

- G

.01

Net asset value, end of period

$ 18.56

$ 17.16

$ 14.27

$ 32.66

$ 27.47

Total Return A

  10.08%

25.79%

(48.58) %

29.95%

34.81%

Ratios to Average Net Assets C, F

 

 

 

 

 

Expenses before reductions

  1.03%

1.10%

1.16%

1.05%

1.09%

Expenses net of fee waivers, if any

  1.03%

1.10%

1.16%

1.05%

1.09%

Expenses net of all reductions

  .96%

1.07%

1.12%

1.01%

.99%

Net investment income (loss)

  1.13%

2.16%

2.11%

2.15%

1.51% E

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 457,849

$ 520,984

$ 493,654

$ 1,365,449

$ 1,070,464

Portfolio turnover rate D

  133%

111%

112%

161%

143%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Investment income per share reflects a special dividends which amounted to $.11 per share. Excluding the special dividends, the ratio of net investment income (loss) to average net assets would have been 1.06%.

F Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Europe Capital Appreciation Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010 is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Foreign Currency - continued

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 70,175,589

Gross unrealized depreciation

(18,562,506)

Net unrealized appreciation (depreciation)

$ 51,613,083

 

 

Tax Cost

$ 423,093,334

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 4,108,805

Capital loss carryforward

$ (320,932,327)

Net unrealized appreciation (depreciation)

$ 51,484,345

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 9,633,705

$ 18,820,678

Annual Report

3. Significant Accounting Policies - continued

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $609,802,196 and $709,763,283, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the Fund's relative investment performance as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .66% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the Fund's transfer, dividend disbursing and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annual rate of .27% of average net assets.

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $1,437 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average
Interest Rate

Interest
Expense

Borrower

$ 9,273,000

.37%

$ 380

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $1,882 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security

Annual Report

Notes to Financial Statements - continued

7. Security Lending - continued

lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $317,387. During the period, there were no securities loaned to FCM.

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $342,652 for the period.

9. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Fidelity Europe Fund

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the fund's distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

Fidelity Europe Fund

10.01%

4.00%

4.39%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Europe Fund on October 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the MSCI Europe Index performed over the same period.

fid664

Annual Report

Fidelity Europe Fund

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Melissa Reilly, Portfolio Manager of Fidelity® Europe Fund: For the 12 months ending October 31, 2010, the fund advanced 10.01%, outpacing the 8.60% increase of the MSCI Europe Index. Positioning in consumer discretionary was very favorable. The fund's media holdings - Germany's ProSiebenSat.1 Media, U.S.-based Virgin Media and Sweden's Modern Times Group - were beneficial, as advertising spending increased during the period. ProSiebenSat.1 Media and Virgin Media were out-of-index positions. The fund also benefited from its positioning in industrials, particularly among capital goods names. Danish health care company Novo Nordisk and Carphone Warehouse Group, a cell phone retailer in the U.K., were beneficial. Geographically, the fund's holdings in Germany and Denmark, as well as out-of-index stakes in the United States, China and South Africa were helpful, while security selection in the U.K., Spain and the Netherlands detracted. Also hurting performance was positioning in telecommunication services, materials and consumer staples. On an individual stock basis, the fund was hurt by underweighting AstraZeneca, a British biopharmaceutical firm and U.K. telecommunications company Vodafone. Untimely ownership of Spain's Telefonica detracted as well. I sold Telefonica by period end.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity Europe Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for the Fund provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to
October 31, 2010

Actual

1.14%

$ 1,000.00

$ 1,076.10

$ 5.97

HypotheticalA

 

$ 1,000.00

$ 1,019.46

$ 5.80

A 5% return per year before expenses

* Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Fidelity Europe Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

fid249

United Kingdom

30.3%

 

fid251

France

12.4%

 

fid253

Germany

9.9%

 

fid255

Switzerland

9.2%

 

fid257

United States of America

5.7%

 

fid259

Spain

4.9%

 

fid261

Sweden

3.9%

 

fid263

Belgium

3.1%

 

fid265

Denmark

3.0%

 

fid267

Other

17.6%

 

fid676

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

fid249

United Kingdom

28.6%

 

fid251

France

11.8%

 

fid253

Switzerland

11.1%

 

fid255

Germany

9.8%

 

fid257

Spain

6.6%

 

fid259

United States of America

6.5%

 

fid261

Sweden

4.0%

 

fid263

Netherlands

3.6%

 

fid265

Belgium

2.7%

 

fid267

Other

15.3%

 

fid688

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

97.2

98.0

Short-Term Investments and Net Other Assets

2.8

2.0

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

BP PLC (United Kingdom, Oil, Gas & Consumable Fuels)

3.3

1.7

Royal Dutch Shell PLC Class A (Netherlands) (United Kingdom, Oil, Gas & Consumable Fuels)

3.1

4.3

Vodafone Group PLC (United Kingdom, Wireless Telecommunication Services)

2.6

0.3

Novartis AG (Switzerland, Pharmaceuticals)

2.4

1.7

HSBC Holdings PLC (United Kingdom) (United Kingdom, Commercial Banks)

2.3

2.8

Banco Santander SA (Spain, Commercial Banks)

2.3

2.1

Nestle SA (Switzerland, Food Products)

2.0

1.9

GlaxoSmithKline PLC (United Kingdom, Pharmaceuticals)

1.9

0.0

Siemens AG (Germany, Industrial Conglomerates)

1.9

1.2

Volkswagen AG (Germany, Automobiles)

1.9

0.0

 

23.7

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Discretionary

21.8

12.2

Financials

17.9

23.4

Industrials

10.8

13.4

Energy

10.7

11.1

Materials

9.1

9.7

Health Care

8.7

9.5

Consumer Staples

8.0

6.1

Information Technology

6.1

6.1

Telecommunication Services

4.1

4.6

Utilities

0.0

1.9

Annual Report

Fidelity Europe Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 93.8%

Shares

Value

Austria - 0.6%

Erste Bank AG

112,900

$ 5,094,581

Bailiwick of Jersey - 2.1%

Experian PLC

464,100

5,394,512

Randgold Resources Ltd. sponsored ADR

57,900

5,437,968

Shire PLC

264,298

6,201,533

TOTAL BAILIWICK OF JERSEY

17,034,013

Belgium - 3.1%

Ageas

1,573,200

4,835,565

Anheuser-Busch InBev SA NV

189,189

11,855,330

Umicore SA

165,059

7,767,485

TOTAL BELGIUM

24,458,380

Bermuda - 0.4%

Huabao International Holdings Ltd.

1,977,000

2,979,050

British Virgin Islands - 0.3%

Playtech Ltd.

338,801

2,430,432

Canada - 1.5%

First Quantum Minerals Ltd.

45,100

3,949,290

Niko Resources Ltd.

15,800

1,507,344

Petrobank Energy & Resources Ltd. (a)

47,400

1,886,426

Uranium One, Inc. (a)

1,125,200

4,600,533

TOTAL CANADA

11,943,593

Cayman Islands - 0.7%

Hengdeli Holdings Ltd.

9,476,000

5,256,804

China - 1.2%

Baidu.com, Inc. sponsored ADR (a)

30,300

3,333,303

China Merchants Bank Co. Ltd. (H Shares)

1,556,500

4,417,739

Home Inns & Hotels Management, Inc. sponsored ADR (a)

42,600

2,179,416

TOTAL CHINA

9,930,458

Denmark - 3.0%

Carlsberg AS Series B

61,400

6,713,889

Novo Nordisk AS Series B

100,939

10,596,806

Novozymes AS Series B

30,900

4,116,848

Pandora A/S

47,800

2,319,046

TOTAL DENMARK

23,746,589

Finland - 1.0%

Nokia Corp.

757,356

8,131,492

France - 12.4%

Accor SA

144,545

5,926,211

Alstom SA

70,254

3,544,594

Atos Origin SA (a)

101,961

4,713,751

BNP Paribas SA

164,961

12,062,063

Essilor International SA

43,019

2,872,025

Iliad Group SA

56,886

6,403,561

L'Oreal SA

77,300

9,073,684

LVMH Moet Hennessy - Louis Vuitton

69,825

10,939,990

 

Shares

Value

Natixis SA (a)

1,091,400

$ 6,692,596

PPR SA

40,000

6,556,512

Publicis Groupe SA

107,700

5,363,460

Remy Cointreau SA

43,824

3,076,996

Safran SA

156,000

4,944,768

Schneider Electric SA

51,993

7,379,257

Societe Generale Series A

67,552

4,044,145

Vallourec SA

55,160

5,723,425

TOTAL FRANCE

99,317,038

Germany - 6.5%

Bayerische Motoren Werke AG (BMW)

125,473

8,993,100

Fresenius Medical Care AG & Co. KGaA

71,800

4,572,703

Linde AG

36,566

5,263,511

MAN SE

79,626

8,752,852

Rheinmetall AG

58,500

4,213,255

SAP AG

93,922

4,896,871

Siemens AG

131,852

15,058,845

TOTAL GERMANY

51,751,137

Italy - 1.4%

Mediaset SpA

783,700

5,779,541

Saipem SpA

129,757

5,764,974

TOTAL ITALY

11,544,515

Netherlands - 2.3%

AEGON NV (a)

609,800

3,863,798

ASML Holding NV (Netherlands)

144,300

4,782,323

ING Groep NV (Certificaten Van Aandelen) unit (a)

454,000

4,855,986

Randstad Holdings NV (a)

101,389

4,824,858

TOTAL NETHERLANDS

18,326,965

Norway - 2.3%

Aker Solutions ASA

169,900

2,586,500

DnB NOR ASA

378,800

5,197,809

Pronova BioPharma ASA (a)

82,900

138,655

Storebrand ASA (A Shares) (a)

1,000,500

7,275,836

Telenor ASA

193,800

3,123,993

TOTAL NORWAY

18,322,793

Qatar - 0.3%

Commercial Bank of Qatar GDR (Reg. S)

579,397

2,654,893

Russia - 1.9%

Magnit OJSC GDR (Reg. S)

146,200

3,909,388

Mechel Steel Group OAO sponsored ADR

160,400

3,777,420

OJSC MMC Norilsk Nickel sponsored ADR

205,500

3,832,575

Uralkali JSC GDR (Reg. S)

164,900

4,081,275

TOTAL RUSSIA

15,600,658

South Africa - 0.9%

Clicks Group Ltd.

1,110,519

7,244,876

Common Stocks - continued

Shares

Value

Spain - 4.9%

Banco Santander SA

1,437,162

$ 18,442,106

Gestevision Telecinco SA

990,200

12,629,041

Inditex SA (d)

98,823

8,251,811

TOTAL SPAIN

39,322,958

Sweden - 3.9%

Elekta AB (B Shares)

59,600

2,254,981

H&M Hennes & Mauritz AB (B Shares)

259,149

9,130,100

Modern Times Group MTG AB (B Shares)

59,100

4,237,729

Sandvik AB

352,200

5,308,091

SKF AB (B Shares)

119,200

3,077,407

Swedbank AB (A Shares) (a)

518,917

7,242,129

TOTAL SWEDEN

31,250,437

Switzerland - 9.2%

Clariant AG (Reg.) (a)

247,770

4,188,442

Compagnie Financiere Richemont SA Series A

147,990

7,378,828

Julius Baer Group Ltd.

69,450

2,930,820

Nestle SA

292,254

16,002,937

Novartis AG

330,012

19,115,970

Schindler Holding AG (participation certificate)

51,171

5,484,371

The Swatch Group AG (Bearer)

17,400

6,648,184

Transocean Ltd. (a)

33,700

2,135,232

UBS AG (NY Shares) (a)

583,200

9,926,064

TOTAL SWITZERLAND

73,810,848

Turkey - 0.7%

Boyner Buyuk Magazacilik AS (a)

796,000

1,853,615

Turkiye Garanti Bankasi AS

674,000

4,135,258

TOTAL TURKEY

5,988,873

United Kingdom - 30.3%

Aegis Group PLC

981,027

1,975,693

AstraZeneca PLC (United Kingdom)

101,136

5,086,697

BG Group PLC

617,193

12,019,299

BHP Billiton PLC

174,421

6,178,091

BP PLC

1,782,800

12,116,477

BP PLC sponsored ADR

351,900

14,368,077

British Airways PLC (a)(d)

1,535,100

6,657,760

Britvic PLC

444,705

3,437,023

Burberry Group PLC

350,400

5,720,598

Capita Group PLC

273,500

3,358,711

Carphone Warehouse Group PLC

2,917,789

14,234,570

Fresnillo PLC

266,100

5,329,151

GlaxoSmithKline PLC

791,000

15,444,347

HSBC Holdings PLC:

(Hong Kong)

755

7,870

(United Kingdom)

1,779,655

18,519,699

ITV PLC (a)

4,504,100

4,925,086

Kazakhmys PLC

132,900

2,802,103

Kesa Electricals PLC

1,004,700

2,551,343

 

Shares

Value

Lloyds Banking Group PLC (a)

7,272,500

$ 7,992,374

Micro Focus International PLC

594,600

3,637,173

Misys PLC (a)

840,400

3,788,901

Morgan Crucible Co. PLC

829,500

3,043,372

Next PLC

73,200

2,679,788

Reckitt Benckiser Group PLC

169,000

9,452,349

Royal Dutch Shell PLC Class A (Netherlands)

760,300

24,655,717

Sage Group PLC

636,400

2,746,825

Schroders PLC

164,300

4,156,453

Standard Chartered PLC (United Kingdom)

369,711

10,694,563

TalkTalk Telecom Group PLC (a)

1,255,000

2,652,111

Vodafone Group PLC

7,563,700

20,673,576

Wolfson Microelectronics PLC (a)

940,600

3,835,270

Xstrata PLC

448,200

8,685,222

TOTAL UNITED KINGDOM

243,426,289

United States of America - 2.9%

Allergan, Inc.

46,000

3,330,860

Anadarko Petroleum Corp.

63,700

3,922,009

Apple, Inc. (a)

13,800

4,152,006

CF Industries Holdings, Inc.

23,500

2,879,455

Google, Inc. Class A (a)

4,300

2,635,857

Virgin Media, Inc. (d)

258,800

6,581,284

TOTAL UNITED STATES OF AMERICA

23,501,471

TOTAL COMMON STOCKS

(Cost $658,357,892)

753,069,143

Nonconvertible Preferred Stocks - 3.4%

 

 

 

 

Germany - 3.4%

ProSiebenSat.1 Media AG

462,790

12,228,594

Volkswagen AG

98,000

14,727,107

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $17,382,075)

26,955,701

Money Market Funds - 5.5%

 

 

Fidelity Cash Central Fund, 0.23% (b)

28,756,885

28,756,885

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

15,650,606

15,650,606

TOTAL MONEY MARKET FUNDS

(Cost $44,407,491)

44,407,491

TOTAL INVESTMENT PORTFOLIO - 102.7%

(Cost $720,147,458)

824,432,335

NET OTHER ASSETS (LIABILITIES) - (2.7)%

(21,905,554)

NET ASSETS - 100%

$ 802,526,781

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 63,354

Fidelity Securities Lending Cash Central Fund

1,415,116

Total

$ 1,478,470

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United Kingdom

$ 243,426,289

$ 132,751,441

$ 110,674,848

$ -

France

99,317,038

99,317,038

-

-

Germany

78,706,838

78,706,838

-

-

Switzerland

73,810,848

54,694,878

19,115,970

-

Spain

39,322,958

20,880,852

18,442,106

-

Sweden

31,250,437

31,250,437

-

-

Belgium

24,458,380

24,458,380

-

-

Denmark

23,746,589

13,149,783

10,596,806

-

United States of America

23,501,471

23,501,471

-

-

Other

142,483,996

114,648,864

27,835,132

-

Money Market Funds

44,407,491

44,407,491

-

-

Total Investments in Securities:

$ 824,432,335

$ 637,767,473

$ 186,664,862

$ -

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $327,080,153 of which $185,464,698 and $141,615,455 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards have been reduced based on regulations applicable to shareholder redemptions by affiliated entities. To the extent not limited by regulations, the capital loss carryforwards are available to offset future capital gains.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Europe Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $14,847,723) - See accompanying schedule:

Unaffiliated issuers (cost $675,739,967)

$ 780,024,844

 

Fidelity Central Funds (cost $44,407,491)

44,407,491

 

Total Investments (cost $720,147,458)

 

$ 824,432,335

Receivable for investments sold

5,034,853

Receivable for fund shares sold

260,222

Dividends receivable

2,465,628

Distributions receivable from Fidelity Central Funds

27,244

Other receivables

392,599

Total assets

832,612,881

 

 

 

Liabilities

Payable to custodian bank

$ 57,438

Payable for investments purchased

12,433,586

Payable for fund shares redeemed

603,566

Accrued management fee

922,190

Other affiliated payables

318,030

Other payables and accrued expenses

100,684

Collateral on securities loaned, at value

15,650,606

Total liabilities

30,086,100

 

 

 

Net Assets

$ 802,526,781

Net Assets consist of:

 

Paid in capital

$ 1,608,185,610

Undistributed net investment income

16,788,219

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(926,883,033)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

104,435,985

Net Assets, for 26,033,558 shares outstanding

$ 802,526,781

Net Asset Value, offering price and redemption price per share ($802,526,781 ÷ 26,033,558 shares)

$ 30.83

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 49,116,321

Interest

 

1,576

Income from Fidelity Central Funds

 

1,478,470

Income before foreign taxes withheld

 

50,596,367

Less foreign taxes withheld

 

(5,266,814)

Total income

 

45,329,553

 

 

 

Expenses

Management fee
Basic fee

$ 14,730,995

Performance adjustment

2,063,185

Transfer agent fees

4,627,847

Accounting and security lending fees

924,031

Custodian fees and expenses

375,928

Independent trustees' compensation

12,733

Registration fees

22,937

Audit

77,380

Legal

14,153

Interest

1,242

Miscellaneous

35,344

Total expenses before reductions

22,885,775

Expense reductions

(1,580,717)

21,305,058

Net investment income (loss)

24,024,495

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

183,066,482

Foreign currency transactions

(1,136,579)

Redemption in-kind with affiliated entities

217,485,210

Capital gain distributions from Fidelity Central Funds

3,663

Total net realized gain (loss)

 

399,418,776

Change in net unrealized appreciation (depreciation) on:

Investment securities

(270,021,187)

Assets and liabilities in foreign currencies

24,338

Total change in net unrealized appreciation (depreciation)

 

(269,996,849)

Net gain (loss)

129,421,927

Net increase (decrease) in net assets resulting from operations

$ 153,446,422

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Europe Fund
Financial Statements - continued

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 24,024,495

$ 56,325,730

Net realized gain (loss)

399,418,776

(724,651,734)

Change in net unrealized appreciation (depreciation)

(269,996,849)

1,226,123,892

Net increase (decrease) in net assets resulting from operations

153,446,422

557,797,888

Distributions to shareholders from net investment income

(52,304,897)

(84,199,329)

Share transactions - net increase (decrease)

(2,163,924,191)

(360,094,583)

Redemption fees

18,688

14,843

Total increase (decrease) in net assets

(2,062,763,978)

113,518,819

 

 

 

Net Assets

Beginning of period

2,865,290,759

2,751,771,940

End of period (including undistributed net investment income of $16,788,219 and undistributed net investment income of $46,201,533, respectively)

$ 802,526,781

$ 2,865,290,759

Financial Highlights

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.52

$ 23.57

$ 47.46

$ 42.31

$ 37.26

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .33

.52

.68

.69

.58

Net realized and unrealized gain (loss)

  2.50

5.16

(20.84)

9.99

8.74

Total from investment operations

  2.83

5.68

(20.16)

10.68

9.32

Distributions from net investment income

  (.52)

(.73)

(.65)

(.46)

(.30)

Distributions from net realized gain

  -

-

(3.08)

(5.07)

(3.97)

Total distributions

  (.52)

(.73)

(3.73)

(5.53)

(4.27)

Redemption fees added to paid in capital B, F

  -

-

-

-

-

Net asset value, end of period

$ 30.83

$ 28.52

$ 23.57

$ 47.46

$ 42.31

Total Return A

  10.01%

25.36%

(46.03)%

28.33%

27.40%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  1.12%

1.09%

1.00%

1.06%

1.16%

Expenses net of fee waivers, if any

  1.12%

1.09%

1.00%

1.06%

1.16%

Expenses net of all reductions

  1.04%

1.04%

.95%

1.01%

1.05%

Net investment income (loss)

  1.15%

2.22%

1.82%

1.65%

1.48%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 802,527

$ 2,845,423

$ 2,751,772

$ 5,464,623

$ 4,033,263

Portfolio turnover rate D

  136%

135%

100%

100%

127%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund.

F Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Europe Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offered Class F shares during the period June 26, 2009 through October 22, 2010, and all outstanding shares were redeemed by period end.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010 is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in significant transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Annual Report

3. Significant Accounting Policies - continued

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 122,752,200

Gross unrealized depreciation

(32,667,701)

Net unrealized appreciation (depreciation)

$ 90,084,499

 

 

Tax Cost

$ 734,347,836

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 16,788,903

Capital loss carryforward

$ (327,080,153)

Net unrealized appreciation (depreciation)

$ 90,235,607

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 52,304,897

$ 84,199,329

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $2,697,645,799 and $4,865,986,732, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the Fund's (the Europe Class of shares during the period June 26, 2009 through October 22, 2010) relative investment performance as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .81% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the Fund's transfer, dividend disbursing and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annual rate of .22% of average net assets.

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $6,448 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average
Interest Rate

Interest
Expense

Borrower

$ 22,648,200

.39%

$ 1,242

Redemptions in kind. During the period, 70,602,253 shares of the Fund held by affiliated entities were redeemed in kind for cash and securities with a value of $2,063,447,602. The net realized gain of $217,485,210 on securities delivered through in-kind redemptions is included in the accompanying Statement of Operations. The amount of in-kind redemptions is included in share transactions in the accompanying Statement of Changes in Net Assets as well as Note 10: Share Transactions. The Fund recognized no gain or loss for federal income tax purposes.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $8,759 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the

Annual Report

7. Security Lending - continued

borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $1,415,116. During the period, there were no securities loaned to FCM.

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $1,580,662 for the period. In addition, through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $55.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010 A

2009

From net investment income

 

 

Europe

$ 51,533,641

$ 84,199,329

Class F

771,256

-

Total

$ 52,304,897

$ 84,199,329

A All Class F shares were redeemed on October 22, 2010.

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010 A

2009 B

2010 A

2009 B

Europe

 

 

 

 

Shares sold

3,055,065

8,157,697

$ 87,101,342

$ 210,132,130

Reinvestment of distributions

1,727,950

4,111,918

50,888,132

83,348,583

Shares redeemed

(78,531,608)C

(29,232,967)

(2,273,191,951)C

(674,156,102)

Net increase (decrease)

(73,748,593)

(16,963,352)

$ (2,135,202,477)

$ (380,675,389)

Class F

 

 

 

 

Shares sold

7,673,061

703,795

$ 215,895,954

$ 20,808,216

Reinvestment of distributions

26,189

-

771,256

-

Shares redeemed

(8,395,464)C

(7,581)

(245,388,924)C

(227,410)

Net increase (decrease)

(696,214)

696,214

$ (28,721,714)

$ 20,580,806

A All Class F shares were redeemed on October 22, 2010.

B Share transactions for Class F are for the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

C Amount includes in-kind redemptions (see Note 5: Redemptions in kind).

11. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Fidelity Japan Fund

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

Fidelity Japan Fund

7.12%

-3.05%

-2.29%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Japan Fund, a class of the fund, on October 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the Tokyo Stock Price Index (TOPIX) performed over the same period.

fid690

Annual Report

Fidelity Japan Fund

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Robert Rowland, Portfolio Manager of Fidelity® Japan Fund: During the past year, the fund's Retail Class shares returned 7.12%, handily beating the 3.70% gain of the Tokyo Stock Price Index (TOPIX). Strong stock picking in financials - particularly the diversified financials group - lifted the fund's results, as did favorable stock selection in industrials, consumer discretionary and information technology. Against a backdrop of improved credit conditions and a rebound in global equity markets, our holdings in non-bank financials, including Orix, Sompo Japan Insurance - which merged with NipponKoa Insurance to form NKSJ Holdings during the period - and Credit Saison, were among the leading contributors to performance. Other contributors included imaging and optical products manufacturer Canon, automaker Honda Motor, LCD (liquid-crystal display) component suppliers Nippon Electric Glass and Nitto Denko, and wireless telecommunication services and hardware provider NTT DoCoMo. Conversely, a large overweighting in financials, the benchmark's weakest-performing sector, undercut the benefit of favorable security selection in that group. Life insurer T&D Holdings detracted from performance, as did synthetic rubber/resin producer JSR and printed circuit board manufacturer Ibiden. Stanley Electric and Toyoda Gosei, makers of LED (light-emitting-diode) auto parts, also hurt.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity Japan Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to
October 31, 2010

Japan

.88%

 

 

 

Actual

 

$ 1,000.00

$ 950.50

$ 4.33

HypotheticalA

 

$ 1,000.00

$ 1,020.77

$ 4.48

Class F

.68%

 

 

 

Actual

 

$ 1,000.00

$ 952.40

$ 3.35

HypotheticalA

 

$ 1,000.00

$ 1,021.78

$ 3.47

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Fidelity Japan Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

fid249

Japan

94.5%

 

fid267

United States of America

5.5%

 

fid694

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

fid249

Japan

92.7%

 

fid267

United States of America

7.3%

 

fid698

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

94.5

92.7

Short-Term Investments and Net Other Assets

5.5

7.3

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Mitsubishi UFJ Financial Group, Inc. (Commercial Banks)

3.7

3.8

Sumitomo Mitsui Financial Group, Inc. (Commercial Banks)

3.6

4.0

ORIX Corp. (Consumer Finance)

3.5

2.5

Canon, Inc. (Office Electronics)

3.3

3.4

Sumitomo Trust & Banking Co. Ltd. (Commercial Banks)

3.1

2.5

Honda Motor Co. Ltd. (Automobiles)

2.7

2.8

Denso Corp. (Auto Components)

2.6

1.8

The Sumitomo Warehouse Co. Ltd. (Transportation Infrastructure)

2.2

1.6

Mitsubishi Estate Co. Ltd. (Real Estate Management & Development)

2.2

2.3

Mitsui & Co. Ltd. (Trading Companies & Distributors)

2.1

1.9

 

29.0

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

32.4

31.1

Consumer Discretionary

18.9

17.7

Industrials

18.1

14.9

Information Technology

11.6

13.3

Materials

6.7

6.8

Consumer Staples

3.9

2.3

Telecommunication Services

2.0

5.5

Health Care

0.9

1.1

Annual Report

Fidelity Japan Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 94.5%

Shares

Value

CONSUMER DISCRETIONARY - 18.9%

Auto Components - 6.8%

Denso Corp.

571,000

$ 17,757,013

NOK Corp.

444,700

7,941,269

Stanley Electric Co. Ltd.

713,500

11,978,855

Toyoda Gosei Co. Ltd.

420,600

9,063,258

 

46,740,395

Automobiles - 3.6%

Honda Motor Co. Ltd.

505,600

18,226,266

Toyota Motor Corp.

181,900

6,442,946

 

24,669,212

Household Durables - 1.6%

Sekisui House Ltd.

1,131,000

10,629,570

Leisure Equipment & Products - 1.9%

Nikon Corp.

361,900

6,834,764

Sega Sammy Holdings, Inc.

393,300

6,422,222

 

13,256,986

Media - 1.2%

Fuji Media Holdings, Inc.

6,020

7,974,798

Multiline Retail - 1.6%

Isetan Mitsukoshi Holdings Ltd.

418,540

4,618,087

Ryohin Keikaku Co. Ltd.

52,100

1,849,106

Takashimaya Co. Ltd.

611,000

4,599,403

 

11,066,596

Specialty Retail - 2.2%

Nishimatsuya Chain Co. Ltd.

544,600

5,244,998

Shimachu Co. Ltd.

136,300

2,799,850

Xebio Co. Ltd.

129,400

2,540,723

Yamada Denki Co. Ltd.

65,090

4,230,405

 

14,815,976

TOTAL CONSUMER DISCRETIONARY

129,153,533

CONSUMER STAPLES - 3.9%

Beverages - 1.2%

Coca-Cola West Co. Ltd.

92,300

1,411,971

Kirin Holdings Co. Ltd.

524,000

7,180,735

 

8,592,706

Food & Staples Retailing - 1.7%

FamilyMart Co. Ltd.

162,000

5,749,621

Lawson, Inc.

128,600

5,849,086

 

11,598,707

Personal Products - 1.0%

Kao Corp.

171,800

4,366,634

Kose Corp.

92,000

2,205,393

 

6,572,027

TOTAL CONSUMER STAPLES

26,763,440

 

Shares

Value

FINANCIALS - 32.4%

Capital Markets - 1.1%

Matsui Securities Co. Ltd.

762,300

$ 4,311,562

Nomura Holdings, Inc.

654,500

3,363,335

 

7,674,897

Commercial Banks - 13.8%

Chiba Bank Ltd.

1,415,000

8,735,989

Mitsubishi UFJ Financial Group, Inc.

5,428,400

25,193,229

Mizuho Financial Group, Inc.

5,627,500

8,161,669

Seven Bank Ltd.

3,403

6,127,683

Sumitomo Mitsui Financial Group, Inc.

836,600

24,970,624

Sumitomo Trust & Banking Co. Ltd.

3,891,000

21,244,095

 

94,433,289

Consumer Finance - 5.0%

Credit Saison Co. Ltd.

718,000

10,183,897

ORIX Corp.

264,690

24,143,464

 

34,327,361

Insurance - 5.9%

MS&AD Insurance Group Holdings, Inc.

248,900

5,962,872

NKSJ Holdings, Inc.

1,971,000

13,544,960

Sony Financial Holdings, Inc.

2,047

7,122,654

T&D Holdings, Inc.

661,000

13,497,219

 

40,127,705

Real Estate Investment Trusts - 3.0%

Japan Prime Realty Investment Corp.

1,808

4,491,353

Japan Real Estate Investment Corp.

873

8,407,791

Nomura Real Estate Office Fund, Inc.

1,283

7,884,224

 

20,783,368

Real Estate Management & Development - 3.6%

Mitsubishi Estate Co. Ltd.

829,000

14,522,786

Mitsui Fudosan Co. Ltd.

513,000

9,700,967

 

24,223,753

TOTAL FINANCIALS

221,570,373

HEALTH CARE - 0.9%

Health Care Providers & Services - 0.9%

Alfresa Holdings Corp.

145,100

6,103,684

INDUSTRIALS - 18.1%

Air Freight & Logistics - 0.7%

Yamato Holdings Co. Ltd.

381,300

4,807,002

Building Products - 0.8%

Daikin Industries Ltd.

145,300

5,055,161

Construction & Engineering - 0.3%

Kandenko Co. Ltd.

365,000

2,127,314

Electrical Equipment - 2.4%

Mitsubishi Electric Corp.

984,000

9,222,202

Sumitomo Electric Industries Ltd.

585,600

7,451,617

 

16,673,819

Common Stocks - continued

Shares

Value

INDUSTRIALS - continued

Machinery - 2.8%

Fanuc Ltd.

53,100

$ 7,687,269

Kubota Corp.

686,000

6,083,491

NSK Ltd.

700,000

5,292,312

 

19,063,072

Marine - 0.5%

Iino Kaiun Kaisha Ltd.

313,500

1,402,510

Mitsui OSK Lines Ltd.

337,000

2,155,233

 

3,557,743

Road & Rail - 1.9%

East Japan Railway Co.

207,300

12,801,508

Trading Companies & Distributors - 6.5%

Itochu Corp.

1,207,800

10,585,501

Mitsubishi Corp.

535,700

12,867,342

Mitsui & Co. Ltd.

906,700

14,260,042

Sumitomo Corp.

499,200

6,320,275

 

44,033,160

Transportation Infrastructure - 2.2%

The Sumitomo Warehouse Co. Ltd.

2,943,000

15,287,361

TOTAL INDUSTRIALS

123,406,140

INFORMATION TECHNOLOGY - 11.6%

Computers & Peripherals - 0.9%

Fujitsu Ltd.

913,000

6,227,988

Electronic Equipment & Components - 4.6%

Ibiden Co. Ltd.

312,700

7,701,894

Nippon Electric Glass Co. Ltd.

357,000

4,588,812

Yamatake Corp.

525,700

12,797,891

Yaskawa Electric Corp.

787,000

6,151,646

 

31,240,243

Office Electronics - 4.0%

Canon, Inc.

489,300

22,524,082

Konica Minolta Holdings, Inc.

531,000

5,131,023

 

27,655,105

Semiconductors & Semiconductor Equipment - 1.5%

ROHM Co. Ltd.

75,800

4,728,669

Tokyo Electron Ltd.

92,700

5,230,445

 

9,959,114

Software - 0.6%

Nintendo Co. Ltd.

16,100

4,171,554

TOTAL INFORMATION TECHNOLOGY

79,254,004

 

Shares

Value

MATERIALS - 6.7%

Chemicals - 5.5%

JSR Corp.

608,200

$ 10,528,428

Mitsubishi Chemical Holdings Corp.

632,000

3,250,741

Nissan Chemical Industries Co. Ltd.

533,800

6,129,366

Nitto Denko Corp.

148,100

5,539,716

Shin-Etsu Chemical Co., Ltd.

155,000

7,837,731

Tokai Carbon Co. Ltd.

766,000

4,516,573

 

37,802,555

Containers & Packaging - 0.1%

Toyo Seikan Kaisha Ltd.

38,600

658,661

Metals & Mining - 1.1%

Nippon Steel Corp.

524,000

1,646,997

Sumitomo Metal Industries Ltd.

2,522,000

5,853,519

 

7,500,516

TOTAL MATERIALS

45,961,732

TELECOMMUNICATION SERVICES - 2.0%

Wireless Telecommunication Services - 2.0%

NTT DoCoMo, Inc.

8,265

13,932,109

TOTAL COMMON STOCKS

(Cost $752,409,896)

646,145,015

Money Market Funds - 2.0%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)
(Cost $13,390,434)

13,390,434

13,390,434

TOTAL INVESTMENT PORTFOLIO - 96.5%

(Cost $765,800,330)

659,535,449

NET OTHER ASSETS (LIABILITIES) - 3.5%

24,061,859

NET ASSETS - 100%

$ 683,597,308

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 117,234

Fidelity Securities Lending Cash Central Fund

20,227

Total

$ 137,461

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 129,153,533

$ 60,045,484

$ 69,108,049

$ -

Consumer Staples

26,763,440

15,216,071

11,547,369

-

Financials

221,570,373

71,722,129

149,848,244

-

Health Care

6,103,684

6,103,684

-

-

Industrials

123,406,140

18,817,185

104,588,955

-

Information Technology

79,254,004

35,551,654

43,702,350

-

Materials

45,961,732

16,068,144

29,893,588

-

Telecommunication Services

13,932,109

-

13,932,109

-

Money Market Funds

13,390,434

13,390,434

-

-

Total Investments in Securities:

$ 659,535,449

$ 236,914,785

$ 422,620,664

$ -

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $415,906,874 of which $151,185,501, $237,833,510 and $26,887,863 will expire on October 31, 2016, 2017 and 2018, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Japan Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

Assets

Investment in securities, at value - See accompanying schedule:

Unaffiliated issuers (cost $752,409,896)

$ 646,145,015

 

Fidelity Central Funds (cost $13,390,434)

13,390,434

 

Total Investments (cost $765,800,330)

 

$ 659,535,449

Receivable for investments sold

18,050,540

Receivable for fund shares sold

180,832

Dividends receivable

6,802,286

Distributions receivable from Fidelity Central Funds

2,255

Other receivables

23

Total assets

684,571,385

 

 

 

Liabilities

Payable for investments purchased

$ 51,037

Payable for fund shares redeemed

319,944

Accrued management fee

333,392

Transfer agent fee payable

144,298

Other affiliated payables

30,310

Other payables and accrued expenses

95,096

Total liabilities

974,077

 

 

 

Net Assets

$ 683,597,308

Net Assets consist of:

 

Paid in capital

$ 1,220,369,826

Undistributed net investment income

9,735,869

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(440,538,383)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(105,970,004)

Net Assets

$ 683,597,308

Japan:
Net Asset Value
, offering price and redemption price per share ($649,315,663 ÷ 61,440,930 shares)

$ 10.57

 

 

 

Class F:
Net Asset Value
, offering price and redemption price per share ($34,281,645 ÷ 3,235,101 shares)

$ 10.60

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 20,417,362

Income from Fidelity Central Funds

 

137,461

Income before foreign taxes withheld

 

20,554,823

Less foreign taxes withheld

 

(1,429,215)

Total income

 

19,125,608

 

 

 

Expenses

Management fee
Basic fee

$ 7,147,725

Performance adjustment

(919,668)

Transfer agent fees

2,272,841

Accounting and security lending fees

471,081

Custodian fees and expenses

156,426

Independent trustees' compensation

5,908

Registration fees

23,820

Audit

65,356

Legal

5,260

Miscellaneous

14,669

Total expenses before reductions

9,243,418

Expense reductions

(28)

9,243,390

Net investment income (loss)

9,882,218

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(10,754,900)

Foreign currency transactions

550,668

Total net realized gain (loss)

 

(10,204,232)

Change in net unrealized appreciation (depreciation) on:

Investment securities

55,315,671

Assets and liabilities in foreign currencies

251,854

Total change in net unrealized appreciation (depreciation)

 

55,567,525

Net gain (loss)

45,363,293

Net increase (decrease) in net assets resulting from operations

$ 55,245,511

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 9,882,218

$ 8,504,736

Net realized gain (loss)

(10,204,232)

(243,143,523)

Change in net unrealized appreciation (depreciation)

55,567,525

346,812,316

Net increase (decrease) in net assets resulting from operations

55,245,511

112,173,529

Distributions to shareholders from net investment income

(6,665,780)

(12,255,123)

Distributions to shareholders from net realized gain

(9,507,465)

(1,114,103)

Total distributions

(16,173,245)

(13,369,226)

Share transactions - net increase (decrease)

(305,864,432)

(173,975,850)

Redemption fees

107,736

118,891

Total increase (decrease) in net assets

(266,684,430)

(75,052,656)

 

 

 

Net Assets

Beginning of period

950,281,738

1,025,334,394

End of period (including undistributed net investment income of $9,735,869 and undistributed net investment income of $6,519,430, respectively)

$ 683,597,308

$ 950,281,738

Financial Highlights - Japan

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 10.03

$ 9.03

$ 18.00

$ 16.85

$ 15.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .10

.08

.10

.04

.01

Net realized and unrealized gain (loss)

  .61

1.04

(6.64)

1.35

1.85

Total from investment operations

  .71

1.12

(6.54)

1.39

1.86

Distributions from net investment income

  (.07)

(.11)

(.04)

(.01)

(.02)

Distributions from net realized gain

  (.10)

(.01)

(2.39)

(.23)

(.01)

Total distributions

  (.17)

(.12)

(2.43)

(.24)

(.03)

Redemption fees added to paid in capital B

  - F

- F

- F

- F

.02

Net asset value, end of period

$ 10.57

$ 10.03

$ 9.03

$ 18.00

$ 16.85

Total Return A

  7.12%

12.84%

(41.88)%

8.36%

12.54%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  .93%

.90%

1.12%

1.08%

1.08%

Expenses net of fee waivers, if any

  .93%

.90%

1.12%

1.08%

1.08%

Expenses net of all reductions

  .93%

.89%

1.10%

1.06%

1.05%

Net investment income (loss)

  .97%

.90%

.72%

.24%

.08%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 649,316

$ 944,902

$ 1,025,334

$ 1,779,451

$ 1,763,387

Portfolio turnover rate D

  43%

73%

78%

158%

78%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class F

Years ended October 31,

2010

2009 G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 10.04

$ 10.06

Income from Investment Operations

 

 

Net investment income (loss) D

  .12

- I

Net realized and unrealized gain (loss)

  .62

(.02)

Total from investment operations

  .74

(.02)

Distributions from net investment income

  (.08)

-

Distributions from net realized gain

  (.10)

-

Total distributions

  (.18)

-

Redemption fees added to paid in capital D, I

  -

-

Net asset value, end of period

$ 10.60

$ 10.04

Total Return B, C

  7.42%

(.20)%

Ratios to Average Net Assets E, H

 

 

Expenses before reductions

  .69%

.69% A

Expenses net of fee waivers, if any

  .69%

.69% A

Expenses net of all reductions

  .69%

.68% A

Net investment income (loss)

  1.21%

.07% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 34,282

$ 5,380

Portfolio turnover rate F

  43%

73%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Japan Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Japan and Class F shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class F shares of the Fund are only available for purchase by mutual funds for which Fidelity Management & Research Company (FMR) or an affiliate serves as investment manager. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent fees incurred. Certain expense reductions also differ by class. Subsequent to period end, all Class F shares were redeemed and the Fund no longer offers Class F shares to investors.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in significant transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 29,099,097

Gross unrealized depreciation

(170,403,023)

Net unrealized appreciation (depreciation)

$ (141,303,926)

 

 

Tax Cost

$ 800,839,375

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 20,143,517

Capital loss carryforward

$ (415,906,874)

Net unrealized appreciation (depreciation)

$ (141,009,049)

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 16,173,245

$ 13,369,226

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $399,130,044 and $697,219,555, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of Japan as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .62% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of Japan. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each applicable class were as follows:

 

Amount

% of
Average
Net Assets

Japan

$ 2,272,841

.24

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $4,048 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in

Annual Report

7. Security Lending - continued

recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. At period end, there were no security loans outstanding. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $20,227. During the period, there were no securities loaned to FCM.

8. Expense Reductions.

Through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $28.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Japan

$ 6,581,344

$ 12,255,123

Class F

84,436

-

Total

$ 6,665,780

$ 12,255,123

From net realized gain

 

 

Japan

$ 9,401,920

$ 1,114,103

Class F

105,545

-

Total

$ 9,507,465

$ 1,114,103

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009 A

2010

2009 A

Japan

 

 

 

 

Shares sold

20,810,343

14,149,369

$ 217,088,312

$ 138,053,275

Reinvestment of distributions

1,440,939

1,672,325

14,827,260

12,626,051

Shares redeemed

(55,048,520)

(35,103,846)

(565,865,726)

(330,281,121)

Net increase (decrease)

(32,797,238)

(19,282,152)

$ (333,950,154)

$ (179,601,795)

Class F

 

 

 

 

Shares sold

8,109,487

547,276

$ 83,695,320

$ 5,744,073

Reinvestment of distributions

18,463

-

189,982

-

Shares redeemed

(5,428,702)

(11,423)

(55,799,580)

(118,128)

Net increase (decrease)

2,699,248

535,853

$ 28,085,722

$ 5,625,945

A Share transactions for Class F are for the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

11. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, the Fidelity Freedom Funds and Fidelity Freedom K Funds were the owners of record, in aggregate, of approximately 29% of the total outstanding shares of the Fund.

12. Proposed Reorganization.

The Board of Trustees of the Fund has approved an Agreement and Plan of Reorganization between the Fund and Fidelity Advisor Japan Fund. The agreement provides for the transfer of all the assets and the assumption of all the liabilities of Fidelity Advisor Japan Fund in exchange solely for the

Annual Report

Notes to Financial Statements - continued

12. Proposed Reorganization - continued

number of equivalent shares of the Fund having the same aggregate net asset value as the outstanding shares of the corresponding classes of the Fidelity Advisor Japan Fund on the day the reorganization is effective.

The reorganization was approved by the Fidelity Advisor Japan Fund shareholders and is expected to become effective on or about December 17, 2010. The reorganization is expected to qualify as a tax-free transaction with no gain or loss recognized by the Funds or their shareholders. In addition, the Board of Trustees of the Fund approved the creation of additional classes of shares. The Fund commenced operations of Class A, T, B, C and Institutional Class on December 14, 2010.

Annual Report

Fidelity Japan Smaller Companies Fund

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the fund's distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

Fidelity Japan Smaller Companies Fund

-2.50%

-8.07%

0.01%

$10,000 Over 10 years

Let's say hypothetically that $10,000 was invested in Fidelity Japan Smaller Companies Fund on October 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the Russell/Nomura Mid-Small Cap Index performed over the same period.

fid700

Annual Report

Fidelity Japan Smaller Companies Fund

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Nicholas Price, Portfolio Manager of Fidelity® Japan Smaller Companies Fund: For the year, the fund fell 2.50%, trailing the 3.24% return of the Russell/Nomura Mid-Small Cap Index. Unsuccessful stock selection in the consumer discretionary, materials and consumer staples sectors was the principal source of the fund's underperformance. In particular, holdings in retailers and non-bank financials were major detractors. During the second half of the period, underweightings in defensive segments of the market - most notably utilities - and overweightings in more-economically sensitive sectors, such as financials and information technology, proved costly. Individual detractors included MEGANE TOP, operator of low-cost eyewear stores, which fell sharply in autumn 2009, when monthly sales started to show signs of weakness due to intensifying price competition. Also in retailing, Point (casual apparel) and Ryohin Keikaku (household items and apparel under the Muji brand) struggled as earnings weakened amid unseasonable weather and intensifying competition. Elsewhere, condo development and leasing company Leopalace21, baby goods maker/distributor Pigeon and financials firm Promise also hampered results. In contrast, security selection in diversified financials added value. Within the segment, a significant stake in large-cap leasing company ORIX was the fund's leading contributor to relative performance. DeNA (social game developer), Start Today (online apparel retailer) and Kakaku.com (price-comparison site) also lifted results, as did the fund's exposure to some blue-chip exporters, most notably Sony. Leopalace21 and Sony were sold from the fund by period end.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity Japan Smaller Companies Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to
October 31, 2010

Actual

1.09%

$ 1,000.00

$ 916.50

$ 5.27

Hypothetical (5% return per year before expenses)

 

$ 1,000.00

$ 1,019.71

$ 5.55

* Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Fidelity Japan Smaller Companies Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

fid249

Japan

99.0%

 

fid267

United States of America

1.0%

 

fid704

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

fid249

Japan

98.8%

 

fid267

United States of America

1.2%

 

fid708

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

99.0

98.8

Short-Term Investments and Net Other Assets

1.0

1.2

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stanley Electric Co. Ltd. (Auto Components)

5.9

5.7

ORIX Corp. (Consumer Finance)

5.7

5.5

Daikin Industries Ltd. (Building Products)

4.4

4.6

GREE, Inc. (Internet Software & Services)

4.3

1.4

Osaka Securities Exchange Co. Ltd. (Diversified Financial Services)

4.2

3.7

Honda Motor Co. Ltd. (Automobiles)

3.9

2.9

DeNA Co. Ltd. (Internet & Catalog Retail)

3.6

3.5

Sumitomo Mitsui Financial Group, Inc. (Commercial Banks)

3.4

3.5

Pigeon Corp. (Household Products)

3.3

3.3

Canon, Inc. (Office Electronics)

3.1

1.0

 

41.8

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Discretionary

25.8

24.7

Financials

24.8

25.3

Information Technology

17.4

19.5

Industrials

13.3

14.5

Materials

10.4

6.2

Consumer Staples

4.6

6.3

Health Care

2.7

2.3

Annual Report

Fidelity Japan Smaller Companies Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 99.0%

Shares

Value

CONSUMER DISCRETIONARY - 25.8%

Auto Components - 6.5%

Nippon Seiki Co. Ltd.

46,000

$ 465,888

Sanden Corp.

148,000

597,738

Stanley Electric Co. Ltd.

1,005,000

16,872,812

Yachiyo Industry Co. Ltd.

85,200

606,681

 

18,543,119

Automobiles - 4.7%

Honda Motor Co. Ltd.

309,300

11,149,889

Mazda Motor Corp.

864,000

2,195,811

 

13,345,700

Household Durables - 3.5%

Arnest One Corp.

569,000

6,017,385

Haseko Corp. (a)

2,558,000

2,193,389

Hitachi Koki Co. Ltd.

205,900

1,752,721

 

9,963,495

Internet & Catalog Retail - 6.3%

DeNA Co. Ltd.

397,800

10,292,278

Start Today Co. Ltd.

2,490

7,745,085

 

18,037,363

Media - 0.3%

Opt, Inc.

562

649,509

Proto Corp.

2,400

97,676

 

747,185

Multiline Retail - 0.1%

Ryohin Keikaku Co. Ltd.

9,900

351,366

Specialty Retail - 4.2%

ABC-Mart, Inc.

9,700

329,923

Bals Corp. (d)

823

836,602

Bell-Park Co., Ltd.

344

445,016

MEGANE TOP CO. LTD. (d)

212,990

2,355,674

Pal Co. Ltd.

41,500

1,211,942

Point, Inc.

161,400

6,749,235

 

11,928,392

Textiles, Apparel & Luxury Goods - 0.2%

Japan Vilene Co. Ltd.

142,000

688,207

TOTAL CONSUMER DISCRETIONARY

73,604,827

CONSUMER STAPLES - 4.6%

Household Products - 4.6%

Pigeon Corp.

319,600

9,516,113

Uni-Charm Corp. (d)

98,300

3,756,338

 

13,272,451

FINANCIALS - 24.8%

Commercial Banks - 6.8%

Mitsubishi UFJ Financial Group, Inc.

399,000

1,851,761

 

Shares

Value

Mizuho Financial Group, Inc.

5,503,400

$ 7,981,685

Sumitomo Mitsui Financial Group, Inc.

321,900

9,607,989

 

19,441,435

Consumer Finance - 6.8%

Aeon Credit Service Co. Ltd.

222,900

2,564,998

ORIX Corp.

179,020

16,329,151

Promise Co. Ltd. (d)

127,950

535,841

 

19,429,990

Diversified Financial Services - 5.0%

Japan Securities Finance Co. Ltd.

391,200

2,396,689

Osaka Securities Exchange Co. Ltd.

2,371

11,933,080

 

14,329,769

Insurance - 2.1%

Fuji Fire & Marine Insurance Co. Ltd. (a)

2,579,000

3,204,921

T&D Holdings, Inc.

130,050

2,655,542

 

5,860,463

Real Estate Management & Development - 4.1%

Airport Facilities Co. Ltd.

158,400

623,994

Mitsui Fudosan Co. Ltd.

76,000

1,437,180

Nisshin Fudosan Co. Ltd.

37,700

266,575

Takara Leben Co. Ltd. (d)

899,700

6,428,824

Toc Co. Ltd.

100,400

414,226

Toho Real Estate Co. Ltd.

31,900

183,147

Tokyo Tatemono Co. Ltd.

410,000

1,652,053

Tokyu Land Corp.

152,000

692,692

 

11,698,691

TOTAL FINANCIALS

70,760,348

HEALTH CARE - 2.7%

Biotechnology - 1.4%

Sosei Group Corp. (a)

3,541

4,092,370

Health Care Equipment & Supplies - 1.0%

Sysmex Corp.

39,200

2,689,002

Terumo Corp.

4,000

203,134

 

2,892,136

Pharmaceuticals - 0.3%

Rohto Pharmaceutical Co. Ltd.

55,000

681,434

TOTAL HEALTH CARE

7,665,940

INDUSTRIALS - 13.3%

Airlines - 0.3%

Skymark Airlines, Inc. (a)

90,300

972,910

Building Products - 7.2%

Central Glass Co. Ltd.

170,000

733,068

Daikin Industries Ltd.

365,100

12,702,267

Nichias Corp.

910,000

3,924,071

Noritz Corp.

137,400

2,520,224

Shinko Kogyo Co. Ltd.

203,000

618,056

 

20,497,686

Common Stocks - continued

Shares

Value

INDUSTRIALS - continued

Commercial Services & Supplies - 0.1%

Aeon Delight Co. Ltd.

18,700

$ 347,648

Construction & Engineering - 0.1%

Yahagi Construction Co. Ltd.

48,000

272,598

Electrical Equipment - 0.5%

Nidec Corp.

3,500

345,630

Nippon Carbon Co. Ltd.

300,000

958,121

 

1,303,751

Machinery - 4.3%

HIRANO TECSEED Co. Ltd.

174,000

1,933,093

Hoshizaki Electric Co. Ltd.

80,700

1,590,533

Komatsu Ltd.

10,000

244,414

Kubota Corp.

249,000

2,208,148

Makita Corp.

61,900

2,176,923

Miura Co. Ltd.

45,400

1,028,510

Nitta Corp.

197,700

3,129,984

 

12,311,605

Marine - 0.0%

Japan Transcity Corp.

53,000

156,754

Professional Services - 0.0%

Outsourcing, Inc.

350

118,783

Trading Companies & Distributors - 0.8%

Mitsui & Co. Ltd.

137,800

2,167,237

TOTAL INDUSTRIALS

38,148,972

INFORMATION TECHNOLOGY - 17.4%

Computers & Peripherals - 0.2%

Mutoh Holdings Co. Ltd. (a)

236,000

498,571

Electronic Equipment & Components - 2.5%

Mitsumi Electric Co. Ltd.

44,600

758,342

Murata Manufacturing Co. Ltd.

12,800

719,771

Nippon Electric Glass Co. Ltd.

45,000

578,422

Origin Electric Co. Ltd. (a)

555,000

1,931,154

Shimadzu Corp.

52,000

390,953

Shinko Shoji Co. Ltd.

64,300

476,237

TDK Corp.

39,800

2,270,785

 

7,125,664

Internet Software & Services - 5.4%

GREE, Inc. (d)

979,700

12,369,519

Kakaku.com, Inc.

673

3,253,349

 

15,622,868

IT Services - 1.2%

CAC Corp.

63,300

442,085

ITOCHU Techno-Solutions Corp.

22,900

781,167

NEC Fielding Ltd.

32,700

351,910

 

Shares

Value

Net One Systems Co. Ltd.

1,185

$ 1,653,728

SBI VeriTrans Co., Ltd.

215

113,284

 

3,342,174

Office Electronics - 5.3%

Canon, Inc.

192,700

8,870,612

Ricoh Co. Ltd.

454,000

6,350,833

 

15,221,445

Semiconductors & Semiconductor Equipment - 2.8%

Ferrotec Corp.

238,500

2,649,671

NPC, Inc. (d)

101,100

2,336,846

Samco, Inc.

32,200

350,130

Tokyo Electron Ltd.

46,400

2,618,044

 

7,954,691

TOTAL INFORMATION TECHNOLOGY

49,765,413

MATERIALS - 10.4%

Chemicals - 5.6%

JSR Corp.

47,300

818,801

Kanto Denka Kogyo Co. Ltd. (d)

659,000

4,954,579

Shin-Etsu Chemical Co., Ltd.

29,700

1,501,810

Stella Chemifa Corp. (d)

111,100

4,790,816

Tanaka Chemical Corp. (d)

80,000

1,425,624

Toda Kogyo Corp. (d)

290,000

2,558,717

 

16,050,347

Metals & Mining - 4.8%

Chuo Denki Kogyo Co. Ltd.

135,000

771,716

Hitachi Metals Ltd.

168,000

1,914,453

Sumitomo Metal Mining Co. Ltd.

464,000

7,383,778

Toyo Kohan Co. Ltd.

351,000

1,775,283

Yamato Kogyo Co. Ltd.

69,400

1,780,062

 

13,625,292

TOTAL MATERIALS

29,675,639

TOTAL COMMON STOCKS

(Cost $269,033,474)

282,893,590

Money Market Funds - 6.0%

 

 

Fidelity Cash Central Fund, 0.23% (b)

2,137,709

2,137,709

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

14,924,706

14,924,706

TOTAL MONEY MARKET FUNDS

(Cost $17,062,415)

17,062,415

TOTAL INVESTMENT PORTFOLIO - 105.0%

(Cost $286,095,889)

299,956,005

NET OTHER ASSETS (LIABILITIES) - (5.0)%

(14,352,905)

NET ASSETS - 100%

$ 285,603,100

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 2,140

Fidelity Securities Lending Cash Central Fund

551,158

Total

$ 553,298

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 73,604,827

$ 60,259,127

$ 13,345,700

$ -

Consumer Staples

13,272,451

13,272,451

-

-

Financials

70,760,348

44,881,446

25,878,902

-

Health Care

7,665,940

7,462,806

203,134

-

Industrials

38,148,972

20,481,276

17,667,696

-

Information Technology

49,765,413

28,318,375

21,447,038

-

Materials

29,675,639

20,790,051

8,885,588

-

Money Market Funds

17,062,415

17,062,415

-

-

Total Investments in Securities:

$ 299,956,005

$ 212,527,947

$ 87,428,058

$ -

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $99,728,958 of which $34,348,914 and $65,380,044 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Japan Smaller Companies Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

Assets

Investment in securities, at value (including securities loaned of $14,195,983) - See accompanying schedule:

Unaffiliated issuers (cost $269,033,474)

$ 282,893,590

 

Fidelity Central Funds (cost $17,062,415)

17,062,415

 

Total Investments (cost $286,095,889)

 

$ 299,956,005

Foreign currency held at value (cost $1,843)

1,843

Receivable for investments sold

1,236,262

Receivable for fund shares sold

61,303

Dividends receivable

1,494,684

Distributions receivable from Fidelity Central Funds

32,284

Other receivables

7

Total assets

302,782,388

 

 

 

Liabilities

Payable for investments purchased

$ 1,679,236

Payable for fund shares redeemed

266,985

Accrued management fee

176,083

Other affiliated payables

75,075

Other payables and accrued expenses

57,203

Collateral on securities loaned, at value

14,924,706

Total liabilities

17,179,288

 

 

 

Net Assets

$ 285,603,100

Net Assets consist of:

 

Paid in capital

$ 377,093,650

Undistributed net investment income

1,379,701

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(106,797,062)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

13,926,811

Net Assets, for 34,691,270 shares outstanding

$ 285,603,100

Net Asset Value, offering price and redemption price per share ($285,603,100 ÷ 34,691,270 shares)

$ 8.23

Statement of Operations

  

Year ended October 31, 2010

Investment Income

  

  

Dividends

 

$ 4,828,583

Income from Fidelity Central Funds (including $551,158 from security lending)

 

553,298

Income before foreign taxes withheld

 

5,381,881

Less foreign taxes withheld

 

(338,001)

Total income

 

5,043,880

 

 

 

Expenses

Management fee

$ 2,368,149

Transfer agent fees

875,527

Accounting and security lending fees

179,303

Custodian fees and expenses

118,476

Independent trustees' compensation

2,080

Registration fees

19,506

Audit

53,759

Legal

1,860

Interest

593

Miscellaneous

5,432

Total expenses

3,624,685

Net investment income (loss)

1,419,195

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

28,461,341

Foreign currency transactions

23,065

Capital gain distributions from Fidelity Central Funds

1,744

Total net realized gain (loss)

 

28,486,150

Change in net unrealized appreciation (depreciation) on:

Investment securities

(38,323,146)

Assets and liabilities in foreign currencies

45,626

Total change in net unrealized appreciation (depreciation)

 

(38,277,520)

Net gain (loss)

(9,791,370)

Net increase (decrease) in net assets resulting from operations

$ (8,372,175)

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Japan Smaller Companies Fund
Financial Statements - continued

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 1,419,195

$ 1,165,882

Net realized gain (loss)

28,486,150

(66,300,010)

Change in net unrealized appreciation (depreciation)

(38,277,520)

136,778,267

Net increase (decrease) in net assets resulting from operations

(8,372,175)

71,644,139

Distributions to shareholders from net investment income

(1,348,099)

(2,197,996)

Distributions to shareholders from net realized gain

(5,392,393)

(549,498)

Total distributions

(6,740,492)

(2,747,494)

Share transactions
Proceeds from sales of shares

50,767,825

69,815,224

Reinvestment of distributions

4,237,697

1,683,605

Cost of shares redeemed

(150,075,480)

(138,732,098)

Net increase (decrease) in net assets resulting from share transactions

(95,069,958)

(67,233,269)

Redemption fees

71,634

116,866

Total increase (decrease) in net assets

(110,110,991)

1,780,242

 

 

 

Net Assets

Beginning of period

395,714,091

393,933,849

End of period (including undistributed net investment income of $1,379,701 and undistributed net investment income of $1,101,593, respectively)

$ 285,603,100

$ 395,714,091

Other Information

Shares

Sold

5,995,088

9,049,354

Issued in reinvestment of distributions

497,382

259,816

Redeemed

(17,876,316)

(19,628,461)

Net increase (decrease)

(11,383,846)

(10,319,291)

Financial Highlights

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.59

$ 6.99

$ 12.63

$ 13.43

$ 14.25

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .04

.02

.04

.03

.01

Net realized and unrealized gain (loss)

  (.25)

1.63

(5.45)

(.46)

- F

Total from investment operations

  (.21)

1.65

(5.41)

(.43)

.01

Distributions from net investment income

  (.03)

(.04)

(.02)

(.01)

(.02)

Distributions from net realized gain

  (.12)

(.01)

(.21)

(.36)

(.83)

Total distributions

  (.15)

(.05)

(.23)

(.37)

(.85)

Redemption fees added to paid in capital B

  - F

- F

- F

- F

.02

Net asset value, end of period

$ 8.23

$ 8.59

$ 6.99

$ 12.63

$ 13.43

Total Return A

  (2.50)%

23.84%

(43.58)%

(3.27)%

(.36)%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  1.09%

1.16%

1.05%

1.02%

1.02%

Expenses net of fee waivers, if any

  1.09%

1.16%

1.05%

1.02%

1.02%

Expenses net of all reductions

  1.09%

1.14%

1.03%

1.00%

1.01%

Net investment income (loss)

  .43%

.33%

.44%

.23%

.09%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 285,603

$ 395,714

$ 393,934

$ 811,653

$ 1,217,239

Portfolio turnover rate D

  78%

183%

86%

76%

98%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund.

F Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Japan Smaller Companies Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010 is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in significant transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 28,701,159

Gross unrealized depreciation

(25,078,348)

Net unrealized appreciation (depreciation)

$ 3,622,811

 

 

Tax Cost

$ 296,333,194

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 4,548,902

Capital loss carryforward

$ (99,728,958)

Net unrealized appreciation (depreciation)

$ 3,689,506

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 6,740,492

$ 2,747,494

Annual Report

3. Significant Accounting Policies - continued

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $258,361,348 and $360,284,410, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the Fund's transfer, dividend disbursing and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annual rate of .26% of average net assets.

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average
Interest Rate

Interest
Expense

Borrower

$ 5,991,000

.40%

$ 593

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $1,357 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds.

Annual Report

Notes to Financial Statements - continued

8. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Fidelity Latin America Fund

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

Fidelity Latin America Fund

25.91%

17.76%

17.89%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Latin America Fund, a class of the fund, on October 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the MSCI EM (Emerging Markets) Latin America Index performed over the same period.

fid710

Annual Report

Fidelity Latin America Fund

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Adam Kutas, Portfolio Manager of Fidelity® Latin America Fund: For the year, the fund's Retail Class shares returned 25.91%, outperforming the MSCI EM (Emerging Markets) Latin America Index, which returned 23.75%. Stock selection in materials, consumer staples and health care contributed, as did underweighting the poor-performing energy sector. Conversely, unfavorable stock selection in utilities and underweighting financials hurt. Geographically, the fund benefited from solid picks in Brazil and its positioning in Chile. Underweighting Colombia and weak stock selection in Mexico dampened performance. Overweighting Chilean steel and iron producer CAP and underweighting Brazilian oil giant and major index component Petroleo Brasilerio (Petrobras) boosted performance. Banco Santander Chile also helped, as did four Brazilian companies: airline TAM, dental insurance company and out-of-benchmark holding Odontoprev, and food/beverage/tobacco firms Souza Cruz Industria Comerico and Companhia de Bebidas das Americas. The fund's modest cash position also held back performance amid a strong market. Not owning Mexican copper company and index component Grupo Mexico detracted, as did an investment in Brazilian cable TV company Net Servicos de Comunicacao. Untimely ownership of several firms also curtailed results: Brazilian electric utility Eletrobras, Brazilian brokerage Itausa and Peruvian bank Credicorp. Underweighting Chile's LAN Airlines detracted further. Some stocks I've mentioned were not held at period end.

Note to shareholders: Fidelity Latin America Fund may invest up to 35% of its total assets in any industry that represents more than 20% of the Latin American market. As of October 31, 2010, the fund did not have more than 25% of its total assets invested in any one industry.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity Latin America Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010) for Latin America and for the entire period (September 28, 2010 to October 31, 2010) for Class A,T,B,C and Institutional Class of Latin America.

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value

Ending
Account Value
October 31, 2010

Expenses Paid
During Period

Class A

1.37%

 

 

 

Actual

 

$ 1,000.00

$ 1,051.40

$ 1.31 B

Hypothetical A

 

$ 1,000.00

$ 1,018.30

$ 6.97 C

Class T

1.63%

 

 

 

Actual

 

$ 1,000.00

$ 1,051.20

$ 1.56 B

Hypothetical A

 

$ 1,000.00

$ 1,016.99

$ 8.29 C

Class B

2.12%

 

 

 

Actual

 

$ 1,000.00

$ 1,050.60

$ 2.02 B

Hypothetical A

 

$ 1,000.00

$ 1,014.52

$ 10.76 C

Class C

2.09%

 

 

 

Actual

 

$ 1,000.00

$ 1,050.60

$ 2.00 B

Hypothetical A

 

$ 1,000.00

$ 1,014.67

$ 10.61 C

Latin America

1.04%

 

 

 

Actual

 

$ 1,000.00

$ 1,141.90

$ 5.61 B

Hypothetical A

 

$ 1,000.00

$ 1,019.96

$ 5.30 C

Institutional Class

1.08%

 

 

 

Actual

 

$ 1,000.00

$ 1,051.50

$ 1.03 B

Hypothetical A

 

$ 1,000.00

$ 1,019.76

$ 5.50 C

A 5% return per year before expenses

B Actual expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period) for Latin America and multiplied by 34/365 (to reflect the period September 28, 2010 to October 31, 2010) for Class A,T,B,C and Institutional Class of Latin America.

C Hypothetical expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Fidelity Latin America Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

fid249

Brazil

59.9%

 

fid251

Mexico

15.9%

 

fid253

Chile

11.9%

 

fid255

United States of America

3.7%

 

fid257

Colombia

3.3%

 

fid259

Peru

2.0%

 

fid261

Luxembourg

1.3%

 

fid263

Bermuda

1.1%

 

fid265

Bahamas (Nassau)

0.5%

 

fid267

Other

0.4%

 

fid722

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

fid249

Brazil

62.4%

 

fid251

Mexico

19.3%

 

fid253

Chile

9.5%

 

fid255

United States of America

3.9%

 

fid257

Luxembourg

1.6%

 

fid259

Peru

1.6%

 

fid730

Panama

0.9%

 

fid263

Colombia

0.3%

 

fid265

Bahamas (Nassau)

0.2%

 

fid267

Other

0.3%

 

fid735

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

98.2

97.6

Short-Term Investments and Net Other Assets

1.8

2.4

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Itau Unibanco Banco Multiplo SA ADR (Brazil, Commercial Banks)

8.6

8.5

America Movil SAB de CV Series L sponsored ADR (Mexico, Wireless Telecommunication Services)

7.6

7.8

Vale SA (PN-A) sponsored ADR (Brazil, Metals & Mining)

6.0

9.5

Petroleo Brasileiro SA - Petrobras (PN) (non-vtg.) (Brazil, Oil, Gas & Consumable Fuels)

5.6

7.5

Petroleo Brasileiro SA - Petrobras (ON) sponsored ADR (Brazil, Oil, Gas & Consumable Fuels)

4.2

5.9

Companhia de Bebidas das Americas (AmBev) (PN) sponsored ADR (Brazil, Beverages)

4.1

2.6

Wal-Mart de Mexico SA de CV Series V (Mexico, Food & Staples Retailing)

3.7

3.3

Vale SA sponsored ADR (Brazil, Metals & Mining)

3.5

3.5

CAP SA (Chile, Metals & Mining)

3.3

2.7

Banco Santander Chile sponsored ADR (Chile, Commercial Banks)

2.7

2.0

 

49.3

 

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

21.2

15.5

Materials

19.3

22.5

Consumer Staples

16.6

13.0

Energy

13.2

14.9

Telecommunication Services

11.3

12.1

Utilities

6.0

7.2

Consumer Discretionary

5.7

5.7

Industrials

3.5

6.1

Health Care

1.0

0.6

Information Technology

0.4

0.0

Annual Report

Fidelity Latin America Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 98.2%

Shares

Value

Bahamas (Nassau) - 0.5%

Petrominerales Ltd. (d)

868,800

$ 22,258,794

Bermuda - 1.1%

Credicorp Ltd. (NY Shares)

384,100

48,350,508

Brazil - 59.9%

AES Tiete SA (PN) (non-vtg.)

6,083,145

83,852,428

Banco Bradesco SA:

(PN)

3,290,316

67,790,722

(PN) sponsored ADR (d)

5,543,722

115,309,418

BR Malls Participacoes SA

1,736,800

16,590,054

Brascan Residential Properties SA

7,648,900

41,634,619

Brasil Foods SA

1,630,700

23,657,228

Brasil Insurance Participacoes e Administracao SA (a)

7,700

6,110,393

Centrais Eletricas Brasileiras SA (Electrobras):

(PN-B) sponsored ADR (d)

986,165

16,123,798

sponsored ADR

843,700

11,786,489

Companhia de Bebidas das Americas (AmBev):

(PN) sponsored ADR (d)

1,320,026

183,800,420

sponsored ADR (d)

70,505

7,984,691

Companhia de Concessoes Rodoviarias

1,974,700

53,395,368

Companhia de Saneamento de Minas Gerais

63,876

979,993

CPFL Energia SA sponsored ADR (d)

420,967

30,238,060

Drogasil SA

441,000

11,154,614

Eletropaulo Metropolitana SA (PN-B)

802,120

14,003,623

Gerdau SA

390,500

3,879,291

Gerdau SA sponsored ADR (d)

682,800

8,903,712

Itau Unibanco Banco Multiplo SA

3,585,931

87,477,155

Itau Unibanco Banco Multiplo SA:

ADR

11,649,603

286,114,250

ADR (a)(e)

590,300

14,497,768

Itausa-Investimentos Itau SA (PN)

4,987,700

39,550,948

Light SA

695,700

8,759,637

Lojas Americanas SA (PN)

6,847,300

73,616,927

Lojas Renner SA

453,600

17,917,893

Multiplan Empreendimentos Imobiliarios SA

848,000

19,440,395

Multiplus SA

1,836,300

31,195,080

Net Servicos de Comunicacao SA (PN) (a)

5,225,440

70,278,666

Odontoprev SA

3,079,600

45,256,290

OGX Petroleo e Gas Participacoes SA (a)

4,974,700

65,268,813

Petroleo Brasileiro SA - Petrobras:

(ON)

938,228

15,745,597

(ON) sponsored ADR

5,079,420

173,309,810

(PN) (non-vtg.)

9,078,671

137,951,825

(PN) sponsored ADR (non-vtg.) (d)

3,646,533

113,735,364

Souza Cruz Industria Comerico

2,115,100

108,676,752

TAM SA (PN) sponsored ADR (ltd. vtg.)

2,776,336

68,492,209

TIM Participacoes SA

6,855,400

22,445,672

 

Shares

Value

TIM Participacoes SA sponsored ADR (non-vtg.) (d)

1,621,511

$ 52,309,945

Usinas Siderurgicas de Minas Gerais SA - Usiminas

1,195,650

17,430,120

Usinas Siderurgicas de Minas Gerais SA - Usiminas (PN-A) (non-vtg.)

3,663,500

45,718,378

Vale SA:

(PN-A)

1,813,500

50,902,084

(PN-A) sponsored ADR

7,709,345

221,489,482

sponsored ADR

4,963,500

159,526,890

Vivo Participacoes SA:

(PN)

806,938

23,242,395

sponsored ADR

1,310,041

37,519,574

TOTAL BRAZIL

2,705,064,840

Canada - 0.3%

Silver Standard Resources, Inc. (a)

506,800

12,305,108

Chile - 11.9%

Banco Santander Chile sponsored ADR

1,323,100

122,571,984

CAP SA

2,940,288

149,674,298

Cencosud SA

6,940,914

54,190,647

Compania Cervecerias Unidas SA

3,869,596

43,114,181

Compania Cervecerias Unidas SA sponsored ADR

241,700

13,595,625

Empresa Nacional de Electricidad SA

7,518,537

13,234,103

Empresas La Polar SA

1,801,860

12,851,907

Enersis SA

45,750,203

20,903,025

Enersis SA sponsored ADR

2,878,372

65,655,665

SACI Falabella

4,206,229

42,135,389

TOTAL CHILE

537,926,824

Colombia - 3.3%

BanColombia SA sponsored ADR

1,090,000

73,520,500

Bolsa de Valores de Colombia

385,727,359

9,479,081

Ecopetrol SA

27,756,465

66,550,312

Ecopetrol SA ADR

29,300

1,398,782

TOTAL COLOMBIA

150,948,675

Luxembourg - 1.3%

Millicom International Cellular SA

322,113

30,471,890

Ternium SA sponsored ADR

867,307

29,731,284

TOTAL LUXEMBOURG

60,203,174

Mexico - 15.9%

America Movil SAB de CV:

Series L

2,590,600

7,425,387

Series L sponsored ADR

5,867,205

335,956,158

Banco Compartamos SA de CV

1,219,100

8,636,011

Bolsa Mexicana de Valores SA de CV (d)

14,054,300

25,558,445

Coca-Cola FEMSA SAB de CV sponsored ADR

449,000

35,682,030

Fomento Economico Mexicano SAB de CV sponsored ADR

225,258

12,368,917

Common Stocks - continued

Shares

Value

Mexico - continued

Grupo Bimbo Sab de CV Series A

659,600

$ 5,084,322

Grupo Comercial Chedraui de CV (a)

5,790,100

18,729,160

Grupo Modelo SAB de CV Series C

5,980,200

33,487,764

Industrias Penoles SA de CV

1,201,630

34,040,265

Kimberly-Clark de Mexico SA de CV Series A

5,066,800

31,794,421

Wal-Mart de Mexico SA de CV
Series V

61,686,670

168,719,948

TOTAL MEXICO

717,482,828

Panama - 0.1%

Copa Holdings SA Class A

79,300

4,022,889

Peru - 2.0%

Compania de Minas Buenaventura SA sponsored ADR

1,710,200

90,709,008

United States of America - 1.9%

First Cash Financial Services, Inc. (a)

664,608

19,320,155

Mercadolibre, Inc. (a)(d)

269,000

17,788,970

Southern Copper Corp.

1,155,100

49,438,280

TOTAL UNITED STATES OF AMERICA

86,547,405

TOTAL COMMON STOCKS

(Cost $2,312,779,474)

4,435,820,053

Money Market Funds - 3.5%

Shares

Value

Fidelity Cash Central Fund, 0.23% (b)

53,737,385

$ 53,737,385

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

102,683,905

102,683,905

TOTAL MONEY MARKET FUNDS

(Cost $156,421,290)

156,421,290

TOTAL INVESTMENT PORTFOLIO - 101.7%

(Cost $2,469,200,764)

4,592,241,343

NET OTHER ASSETS (LIABILITIES) - (1.7)%

(74,745,375)

NET ASSETS - 100%

$ 4,517,495,968

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $14,497,768 or 0.3% of net assets.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 84,184

Fidelity Securities Lending Cash Central Fund

586,004

Total

$ 670,188

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Brazil

$ 2,705,064,840

$ 2,698,954,447

$ 6,110,393

$ -

Mexico

717,482,828

717,482,828

-

-

Chile

537,926,824

537,926,824

-

-

Colombia

150,948,675

150,948,675

-

-

Peru

90,709,008

90,709,008

-

-

United States of America

86,547,405

86,547,405

-

-

Luxembourg

60,203,174

60,203,174

-

-

Bermuda

48,350,508

48,350,508

-

-

Bahamas (Nassau)

22,258,794

22,258,794

-

-

Other

16,327,997

16,327,997

-

-

Money Market Funds

156,421,290

156,421,290

-

-

Total Investments in Securities:

$ 4,592,241,343

$ 4,586,130,950

$ 6,110,393

$ -

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $425,993,249 of which $18,806,576, $31,200,847 and $375,985,826 will expire on October 31, 2015, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

The capital loss carryforward expiring October 31, 2015 and October 31, 2016 were acquired from Fidelity Advisor Latin America Fund.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Latin America Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $101,291,620) - See accompanying schedule:

Unaffiliated issuers (cost $2,312,779,474)

$ 4,435,820,053

 

Fidelity Central Funds (cost $156,421,290)

156,421,290

 

Total Investments (cost $2,469,200,764)

 

$ 4,592,241,343

Foreign currency held at value (cost $10,492,341)

10,469,243

Receivable for investments sold

17,239,484

Receivable for fund shares sold

4,585,338

Dividends receivable

14,057,987

Distributions receivable from Fidelity Central Funds

53,766

Other receivables

570,099

Total assets

4,639,217,260

 

 

 

Liabilities

Payable for investments purchased

$ 10,996,858

Payable for fund shares redeemed

3,880,116

Accrued management fee

2,634,325

Distribution and service plan fees payable

91,638

Other affiliated payables

877,009

Other payables and accrued expenses

557,441

Collateral on securities loaned, at value

102,683,905

Total liabilities

121,721,292

 

 

 

Net Assets

$ 4,517,495,968

Net Assets consist of:

 

Paid in capital

$ 2,836,057,819

Undistributed net investment income

12,014,368

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(453,630,606)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

2,123,054,387

Net Assets

$ 4,517,495,968

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($115,625,689 ÷ 2,011,628 shares)

$ 57.48

 

 

 

Maximum offering price per share (100/94.25 of $57.48)

$ 60.99

Class T:
Net Asset Value
and redemption price per share ($36,820,312 ÷ 640,743 shares)

$ 57.47

 

 

 

Maximum offering price per share (100/96.50 of $57.47)

$ 59.55

Class B:
Net Asset Value
and offering price per share ($20,391,715 ÷ 355,023 shares)A

$ 57.44

 

 

 

Class C:
Net Asset Value
and offering price per share ($48,328,614 ÷ 841,390 shares)A

$ 57.44

 

 

 

Latin America:
Net Asset Value
, offering price and redemption price per share ($4,283,461,984 ÷ 74,497,448 shares)

$ 57.50

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($12,867,654 ÷ 223,808 shares)

$ 57.49

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Latin America Fund
Financial Statements - continued

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 140,582,424

Interest

 

616

Income from Fidelity Central Funds

 

670,188

Income before foreign taxes withheld

 

141,253,228

Less foreign taxes withheld

 

(11,229,284)

Total income

 

130,023,944

 

 

 

Expenses

Management fee

$ 29,682,512

Transfer agent fees

9,142,613

Distribution and service plan fees

91,835

Accounting and security lending fees

1,584,130

Custodian fees and expenses

2,502,166

Independent trustees' compensation

23,783

Registration fees

191,852

Audit

73,353

Legal

20,416

Interest

8,537

Miscellaneous

54,353

Total expenses before reductions

43,375,550

Expense reductions

(1,043,771)

42,331,779

Net investment income (loss)

87,692,165

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

297,443,270

Capital gain distributions from Fidelity Central Funds

16,900

Foreign currency transactions

(3,949,502)

Total net realized gain (loss)

 

293,510,668

Change in net unrealized appreciation (depreciation) on:

Investment securities

519,646,669

Assets and liabilities in foreign currencies

(463,211)

Total change in net unrealized appreciation (depreciation)

 

519,183,458

Net gain (loss)

812,694,126

Net increase (decrease) in net assets resulting from operations

$ 900,386,291

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 87,692,165

$ 57,543,805

Net realized gain (loss)

293,510,668

(469,604,930)

Change in net unrealized appreciation (depreciation)

519,183,458

1,902,747,452

Net increase (decrease) in net assets resulting from operations

900,386,291

1,490,686,327

Distributions to shareholders from net investment income

(118,560,409)

(34,726,095)

Distributions to shareholders from net realized gain

(33,986,366)

-

Total distributions

(152,546,775)

(34,726,095)

Share transactions - net increase (decrease)

(275,675,234)

360,846,005

Redemption fees

1,583,234

1,335,831

Total increase (decrease) in net assets

473,747,516

1,818,142,068

 

 

 

Net Assets

Beginning of period

4,043,748,452

2,225,606,384

End of period (including undistributed net investment income of $12,014,368 and undistributed net investment income of $42,882,612, respectively)

$ 4,517,495,968

$ 4,043,748,452

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Period ended October 31,

2010 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 55.47

Income from Investment Operations

 

Net investment income (loss) E

  .02

Net realized and unrealized gain (loss)

  2.79

Total from investment operations

  2.81

Distributions from net investment income

  (.80)

Redemption fees added to paid in capital E,K

  -

Net asset value, end of period

$ 57.48

Total Return B,C,D

  5.14%

Ratios to Average Net Assets F,I

 

Expenses before reductions

  1.37% A

Expenses net of fee waivers, if any

  1.37% A

Expenses net of all reductions

  1.34% A

Net investment income (loss)

  .39% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 115,626

Portfolio turnover rate G

  56% J

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period September 28, 2010 (commencement of sale of shares) to October 31, 2010.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J The portfolio turnover rate does not include the assets acquired in the merger.

K Amount represents less than $.01 per share.

Financial Highlights - Class T

Period ended October 31,

2010 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 55.47

Income from Investment Operations

 

Net investment income (loss) E

  .01

Net realized and unrealized gain (loss)

  2.79

Total from investment operations

  2.80

Distributions from net investment income

  (.80)

Redemption fees added to paid in capital E,K

  -

Net asset value, end of period

$ 57.47

Total Return B,C,D

  5.12%

Ratios to Average Net Assets F,I

 

Expenses before reductions

  1.63% A

Expenses net of fee waivers, if any

  1.63% A

Expenses net of all reductions

  1.60% A

Net investment income (loss)

  .13% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 36,820

Portfolio turnover rate G

  56% J

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period September 28, 2010 (commencement of sale of shares) to October 31, 2010.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J The portfolio turnover rate does not include the assets acquired in the merger.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Period ended October 31,

2010 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 55.47

Income from Investment Operations

 

Net investment income (loss) E

  (.02)

Net realized and unrealized gain (loss)

  2.79

Total from investment operations

  2.77

Distributions from net investment income

  (.80)

Redemption fees added to paid in capital E,K

  -

Net asset value, end of period

$ 57.44

Total Return B,C,D

  5.06%

Ratios to Average Net Assets F,I

 

Expenses before reductions

  2.12% A

Expenses net of fee waivers, if any

  2.12% A

Expenses net of all reductions

  2.10% A

Net investment income (loss)

  (.36)% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 20,392

Portfolio turnover rate G

  56% J

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period September 28, 2010 (commencement of sale of shares) to October 31, 2010.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J The portfolio turnover rate does not include the assets acquired in the merger.

K Amount represents less than $.01 per share.

Financial Highlights - Class C

Period ended October 31,

2010 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 55.47

Income from Investment Operations

 

Net investment income (loss) E

  (.02)

Net realized and unrealized gain (loss)

  2.79

Total from investment operations

  2.77

Distributions from net investment income

  (.80)

Redemption fees added to paid in capital E,K

  -

Net asset value, end of period

$ 57.44

Total Return B,C,D

  5.06%

Ratios to Average Net Assets F,I

 

Expenses before reductions

  2.09% A

Expenses net of fee waivers, if any

  2.09% A

Expenses net of all reductions

  2.07% A

Net investment income (loss)

  (.34)% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 48,329

Portfolio turnover rate G

  56% J

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period September 28, 2010 (commencement of sale of shares) to October 31, 2010.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J The portfolio turnover rate does not include the assets acquired in the merger.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Latin America

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 47.29

$ 28.69

$ 67.90

$ 41.13

$ 29.40

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  1.07

.72

.83

.68

.82

Net realized and unrealized gain (loss)

  11.00

18.32

(37.74)

27.43

11.68

Total from investment operations

  12.07

19.04

(36.91)

28.11

12.50

Distributions from net investment income

  (1.49)

(.46)

(.65)

(.61)

(.46)

Distributions from net realized gain

  (.39)

-

(1.72)

(.77)

(.38)

Total distributions

  (1.88)

(.46)

(2.37)

(1.38)

(.84)

Redemption fees added to paid in capital B

  .02

.02

.07

.04

.07

Net asset value, end of period

$ 57.50

$ 47.29

$ 28.69

$ 67.90

$ 41.13

Total Return A

  25.91%

67.88%

(56.20)%

70.35%

43.57%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  1.03%

1.07%

1.02%

1.00%

1.05%

Expenses net of fee waivers, if any

  1.03%

1.07%

1.02%

1.00%

1.05%

Expenses net of all reductions

  1.01%

1.05%

1.00%

.98%

1.02%

Net investment income (loss)

  2.10%

2.04%

1.41%

1.33%

2.23%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 4,283,462

$ 4,043,748

$ 2,225,606

$ 6,219,690

$ 3,122,473

Portfolio turnover rate D

  56% F

52%

51%

52%

60%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F The portfolio turnover rate does not include the assets acquired in the merger.

Financial Highlights - Institutional Class

Period ended October 31,

2010 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 55.47

Income from Investment Operations

 

Net investment income (loss) D

  .03

Net realized and unrealized gain (loss)

  2.79

Total from investment operations

  2.82

Distributions from net investment income

  (.80)

Redemption fees added to paid in capital D,J

  -

Net asset value, end of period

$ 57.49

Total Return B,C

  5.15%

Ratios to Average Net Assets E,H

 

Expenses before reductions

  1.08% A

Expenses net of fee waivers, if any

  1.08% A

Expenses net of all reductions

  1.06% A

Net investment income (loss)

  .68% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 12,868

Portfolio turnover rate F

  56% I

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period September 28, 2010 (commencement of sale of shares) to October 31, 2010.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I The portfolio turnover rate does not include the assets acquired in the merger.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Latin America Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund launched shares of Class A, Class T, Class B, Class C, and Institutional Class and the existing class was designated Latin America on September 28, 2010. Each class has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 2,104,075,629

Gross unrealized depreciation

(24,006,376)

Net unrealized appreciation (depreciation)

$ 2,080,069,253

 

 

Tax Cost

$ 2,512,172,090

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 27,349,071

Capital loss carryforward

$ (425,993,249)

Net unrealized appreciation (depreciation)

$ 2,080,083,061

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 152,546,775

$ 34,726,095

Short-Term Trading (Redemption) Fees. Shares purchased by investors and held in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Operating Policies.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $2,260,960,609 and $2,764,008,467, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid
to FDC

Retained
by FDC

Class A

-%

.25%

$ 22,839

$ -

Class T

.25%

.25%

14,535

-

Class B

.75%

.25%

16,306

11,638

Class C

.75%

.25%

38,155

2,577

 

 

 

$ 91,835

$ 14,215

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 6,464

Class T

880

Class B

2,206

Class C

400

 

$ 9,950

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 27,211

.30*

Class T

8,883

.31*

Class B

4,861

.30*

Class C

10,426

.27*

Latin America

9,088,528

.22

Institutional Class

2,704

.26*

 

$ 9,142,613

 

* Annualized

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $6,632 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 12,527,535

.44%

$ 6,510

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $16,647 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash

Annual Report

Notes to Financial Statements - continued

8. Security Lending - continued

Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $586,004. During the period, there were no securities loaned to FCM.

9. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. The average daily loan balance during the period for which loans were outstanding amounted to $14,799,857. The weighted average interest rate was .70%. The interest expense amounted to $2,027 under the bank borrowing program. At period end, there were no bank borrowings outstanding.

10. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of Latin America's operating expenses. During the period, this reimbursement reduced the class' expenses by $62,575.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $980,935 for the period. In addition, through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $261.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010 A

2009

From net investment income

 

 

Class A

$ 1,442

$ -

Class T

1,442

-

Class B

1,442

-

Class C

1,442

-

Latin America

118,553,199

34,726,095

Institutional Class

1,442

-

Total

$ 118,560,409

$ 34,726,095

From net realized gain

 

 

Latin America

$ 33,986,366

$ -

A Distributions for Class A, Class T, Class B, Class C and Institutional Class are for the period September 28, 2010 (commencement of sale of shares) to October 31, 2010.

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010 A

2009

2010 A

2009

Class A

 

 

 

 

Shares sold

41,687

-

$ 2,369,263

$ -

Issued in exchange of shares of Fidelity Advisor Latin America Fund

2,023,866

 

113,640,086

 

Reinvestment of distributions

26

-

1,442

-

Shares redeemed

(53,951)

-

(3,076,408)

-

Net increase (decrease)

2,011,628

-

$ 112,934,383

$ -

Class T

 

 

 

 

Shares sold

18,758

-

$ 1,058,068

$ -

Issued in exchange of shares of Fidelity Advisor Latin America Fund

637,585

 

35,800,407

 

Reinvestment of distributions

26

-

1,442

-

Shares redeemed

(15,626)

-

(885,588)

-

Net increase (decrease)

640,743

-

$ 35,974,329

$ -

Annual Report

12. Share Transactions - continued

 

Shares

Dollars

Years ended October 31,

2010 A

2009

2010 A

2009

Class B

 

 

 

 

Shares sold

3,456

-

$ 192,197

$ -

Issued in exchange of shares of Fidelity Advisor Latin America Fund

359,402

 

20,176,816

 

Reinvestment of distributions

26

-

1,442

-

Shares redeemed

(7,861)

-

(450,086)

-

Net increase (decrease)

355,023

-

$ 19,920,369

$ -

Class C

 

 

 

 

Shares sold

17,327

-

$ 976,205

$ -

Issued in exchange of shares of Fidelity Advisor Latin America Fund

840,828

 

47,204,057

 

Reinvestment of distributions

26

-

1,442

-

Shares redeemed

(16,791)

-

(947,712)

-

Net increase (decrease)

841,390

-

$ 47,233,992

$ -

Latin America

 

 

 

 

Shares sold

22,062,249

31,352,380

$ 1,142,552,819

$ 1,172,903,800

Reinvestment of distributions

2,770,809

1,344,639

147,652,381

33,594,867

Shares redeemed

(35,850,914)

(24,759,791)

(1,794,503,952)

(845,652,662)

Net increase (decrease)

(11,017,856)

7,937,228

$ (504,298,752)

$ 360,846,005

Institutional Class

 

 

 

 

Shares sold

3,784

-

$ 212,699

$ -

Issued in exchange of shares of Fidelity Advisor Latin America Fund

228,366

 

12,822,761

 

Reinvestment of distributions

26

-

1,442

-

Shares redeemed

(8,368)

-

(476,457)

-

Net increase (decrease)

223,808

-

$ 12,560,445

$ -

A Share transactions for Class A, Class T, Class B, Class C and Institutional are for the period September 28, 2010 (commencement of sale of shares) to October 31, 2010.

13. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

14. Merger Information.

On October 1, 2010 the Fund acquired all of the assets and assumed all of the liabilities of the Fidelity Advisor Latin America Fund ("Target Fund") pursuant to an agreement and plan of reorganization approved by the Board of Trustees ("The Board") on July 6, 2010. The reorganization provides shareholders of the Target Fund access to a larger portfolio with the same investment objectives and lower expenses. The acquisition was accomplished by an exchange of 2,023,866 Class A shares, 637,585 Class T shares, 359,402 Class B shares, 840,828 Class C shares, and 228,366 Institutional class shares of the Fund, respectively, for 2,219,330 Class A shares, 700,912 Class T shares, 400,205 Class B shares, 940,861 Class C shares, and 245,559 Institutional class shares then outstanding (valued at $51.20, $51.08, $50.42, $50.17 and $52.22 per share for Class A, Class T, Class B, Class C, and Institutional class, respectively) of the Target Fund. The reorganization qualified as a tax-free reorganization for federal income tax purposes with no gain or loss recognized to the funds or their shareholders. The Target Fund's net assets, including securities of $229,225,487, unrealized appreciation of $95,358,358, and net other assets of $418,642, were combined with the Fund's net assets of $4,149,781,255 for total net assets after the acquisition of $4,379,425,384.

Pro forma results of operations of the combined entity for the entire year ended October 31, 2010, as though the acquisition had occurred as of the beginning of the year (rather than on the actual acquisition date), are as follows:

Net investment income (loss)

$ 90,969,628

Total net realized gain (loss)

302,327,523

Total change in net unrealized appreciation (depreciation)

548,871,563

Net increase (decrease) in net assets resulting from operations

942,168,714

Because the combined investment portfolios have been managed as a single portfolio since the acquisition was completed, it is not practicable to separate the amounts of revenue and earnings of the acquired fund that have been included in the Fund's accompanying Statement of Operations since October 1, 2010.

Annual Report

Fidelity Nordic Fund

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the fund's distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

Fidelity Nordic Fund

24.05%

6.42%

4.87%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Nordic Fund on October 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the FTSE Capped Nordic Index performed over the same period. Returns shown for the FTSE Capped Nordic Index for periods prior to October 1, 2009 (its inception date) are returns of the uncapped FTSE Nordic Index.

fid737

Annual Report

Fidelity Nordic Fund

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Melissa Reilly, Portfolio Manager of Fidelity® Nordic Fund: For the 12 months ending October 31, 2010, the fund advanced 24.05%, falling short of the 24.38% return of the FTSE Capped Nordic Index. The fund's stock selection in consumer discretionary - especially within the retailing, media and automobiles segments - helped, as was stock selection among banks within the financials sector. On the downside, overall positioning in energy and telecommunication services was detrimental. Geographically, stock picking in Sweden and Denmark was most helpful, while positioning in Norway and Finland dragged on performance. On an individual stock basis, the fund lost ground due to its positioning in Bermuda-based offshore deepwater drilling company Seadrill, Swedish telecom equipment and service provider Ericsson, Finnish industrials firm Metso and two telecommunications companies, Sweden's Tele2 and Norway's Telenor. On the upside, the fund was buoyed by owning several Swedish companies: Swedbank, one of Sweden's largest banks, radiation therapy equipment company Elekta, media firm Modern Times Group and truck maker Scania. Elekta was an out-of-index holding. An underweighting in Danish wind turbine manufacturer Vestas Wind Systems also was positive. I sold Vestas and Tele2 by period end.

Note to shareholders: Fidelity Nordic Fund may invest up to 35% of its total assets in any industry that represents more than 20% of the Nordic market. As of October 31, 2010, the fund did not have more than 25% of its assets invested in any one industry.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity Nordic Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to October 31, 2010

Actual

1.12%

$ 1,000.00

$ 1,087.30

$ 5.89

Hypothetical (5% return per year before expenses)

 

$ 1,000.00

$ 1,019.56

$ 5.70

* Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Fidelity Nordic Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

fid249

Sweden

39.7%

 

fid581

Norway

21.3%

 

fid255

Finland

18.2%

 

fid587

Denmark

15.9%

 

fid261

United States of America

2.5%

 

fid593

Bermuda

2.0%

 

fid267

Iceland

0.4%

 

fid746

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

fid249

Sweden

44.7%

 

fid581

Denmark

19.8%

 

fid255

Finland

15.9%

 

fid587

Norway

15.6%

 

fid261

Bermuda

2.2%

 

fid593

United States of America

1.4%

 

fid267

Iceland

0.4%

 

fid755

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

98.5

98.6

Short-Term Investments and Net Other Assets

1.5

1.4

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Novo Nordisk AS Series B (Denmark, Pharmaceuticals)

6.7

6.5

Nokia Corp. (Finland, Communications Equipment)

5.6

3.8

H&M Hennes & Mauritz AB (B Shares) (Sweden, Specialty Retail)

4.2

4.0

Swedbank AB (A Shares) (Sweden, Commercial Banks)

4.0

2.7

Volvo AB (B Shares) (Sweden, Machinery)

3.9

4.2

Yara International ASA (Norway, Chemicals)

3.9

0.0

Sandvik AB (Sweden, Machinery)

3.7

3.9

Kone Oyj (B Shares) (Finland, Machinery)

3.6

1.8

DnB NOR ASA (Norway, Commercial Banks)

3.6

2.8

Norsk Hydro ASA (Norway, Metals & Mining)

3.4

1.6

 

42.6

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Industrials

26.8

27.6

Financials

14.0

21.1

Consumer Discretionary

13.0

7.1

Materials

10.3

10.0

Health Care

9.4

8.5

Information Technology

8.0

7.9

Energy

7.6

8.2

Telecommunication Services

5.5

4.1

Consumer Staples

3.9

2.0

Utilities

0.0

2.1

Annual Report

Fidelity Nordic Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 98.5%

Shares

Value

Bermuda - 2.0%

Seadrill Ltd.

302,100

$ 9,146,577

Denmark - 15.9%

A.P. Moller - Maersk AS Series A

372

3,125,740

Carlsberg AS Series B

119,400

13,055,998

Danske Bank AS (a)

148,578

3,950,731

DSV de Sammensluttede Vognmaend AS

174,400

3,573,197

Novo Nordisk AS Series B

293,922

30,856,602

Novozymes AS Series B

64,400

8,580,097

Pandora A/S

97,500

4,730,272

William Demant Holding AS (a)

66,000

4,947,137

TOTAL DENMARK

72,819,774

Finland - 18.2%

Kone Oyj (B Shares)

307,260

16,460,172

Metso Corp.

230,400

10,922,504

Nokia Corp.

2,388,136

25,640,662

Nokian Tyres PLC

246,400

8,537,047

Outotec OYJ

71,200

3,322,849

Sampo OYJ (A Shares)

189,700

5,313,476

UPM-Kymmene Corp.

294,200

4,891,907

Wartsila Corp.

117,000

8,205,102

TOTAL FINLAND

83,293,719

Iceland - 0.4%

Ossur hf (a)

1,080,470

2,036,302

Norway - 21.3%

Aker Solutions ASA

470,900

7,168,821

DnB NOR ASA

1,198,100

16,440,059

Norsk Hydro ASA

2,524,800

15,452,243

Schibsted ASA (B Shares)

192,600

5,292,202

StatoilHydro ASA

669,596

14,618,470

Storebrand ASA (A Shares) (a)

1,169,500

8,504,838

Telenor ASA

742,500

11,968,857

Yara International ASA

339,800

17,861,929

TOTAL NORWAY

97,307,419

Sweden - 39.7%

ASSA ABLOY AB (B Shares)

433,400

11,104,837

Atlas Copco AB (A Shares)

607,800

12,698,887

Bilia AB (A Shares)

349,400

6,209,778

BYGGmax Group AB

492,700

3,963,515

Elekta AB (B Shares)

148,100

5,603,402

 

Shares

Value

H&M Hennes & Mauritz AB
(B Shares)

546,429

$ 19,251,285

Lundin Petroleum AB (a)

374,200

3,539,488

Modern Times Group MTG AB
(B Shares)

57,650

4,133,758

Nordea Bank AB

247,500

2,724,441

Rezidor Hotel Group AB (a)

500,000

2,881,046

Sandvik AB

1,113,000

16,774,291

Scania AB (B Shares)

508,000

10,796,216

Skandinaviska Enskilda Banken AB
(A Shares)

1,123,900

8,704,777

SKF AB (B Shares)

293,500

7,577,339

Swedbank AB (A Shares) (a)

1,320,858

18,434,209

Swedish Match Co.

179,000

5,001,691

Telefonaktiebolaget LM Ericsson
(B Shares)

984,416

10,823,052

TeliaSonera AB

1,619,800

13,515,303

Volvo AB (B Shares) (a)

1,323,200

17,912,392

TOTAL SWEDEN

181,649,707

United States of America - 1.0%

Autoliv, Inc.

65,700

4,684,410

TOTAL COMMON STOCKS

(Cost $368,837,371)

450,937,908

Money Market Funds - 1.5%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)
(Cost $6,641,162)

6,641,162

6,641,162

TOTAL INVESTMENT PORTFOLIO - 100.0%

(Cost $375,478,533)

457,579,070

NET OTHER ASSETS (LIABILITIES) - 0.0%

195,498

NET ASSETS - 100%

$ 457,774,568

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 9,639

Fidelity Securities Lending Cash Central Fund

573,540

Total

$ 583,179

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Sweden

$ 181,649,707

$ 170,826,655

$ 10,823,052

$ -

Norway

97,307,419

82,688,949

14,618,470

-

Finland

83,293,719

57,653,057

25,640,662

-

Denmark

72,819,774

41,963,172

30,856,602

-

Bermuda

9,146,577

9,146,577

-

-

United States of America

4,684,410

4,684,410

-

-

Iceland

2,036,302

2,036,302

-

-

Money Market Funds

6,641,162

6,641,162

-

-

Total Investments in Securities:

$ 457,579,070

$ 375,640,284

$ 81,938,786

$ -

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $182,736,647 of which $49,861,789 and $132,874,858 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Nordic Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value - See accompanying schedule:

Unaffiliated issuers (cost $368,837,371)

$ 450,937,908

 

Fidelity Central Funds (cost $6,641,162)

6,641,162

 

Total Investments (cost $375,478,533)

 

$ 457,579,070

Receivable for investments sold

701,635

Receivable for fund shares sold

1,285,191

Dividends receivable

40,236

Distributions receivable from Fidelity Central Funds

3,750

Other receivables

47,388

Total assets

459,657,270

 

 

 

Liabilities

Payable for fund shares redeemed

1,434,940

Accrued management fee

264,605

Other affiliated payables

112,551

Other payables and accrued expenses

70,606

Total liabilities

1,882,702

 

 

 

Net Assets

$ 457,774,568

Net Assets consist of:

 

Paid in capital

$ 558,024,127

Undistributed net investment income

4,074,601

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(186,427,547)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

82,103,387

Net Assets, for 14,186,829 shares outstanding

$ 457,774,568

Net Asset Value, offering price and redemption price per share ($457,774,568 ÷ 14,186,829 shares)

$ 32.27

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 8,933,654

Income from Fidelity Central Funds (including $573,540 from security lending)

 

583,179

Income before foreign taxes withheld

 

9,516,833

Less foreign taxes withheld

 

(1,361,961)

Total income

 

8,154,872

 

 

 

Expenses

Management fee

$ 2,553,797

Transfer agent fees

1,076,123

Accounting and security lending fees

190,566

Custodian fees and expenses

138,565

Independent trustees' compensation

2,000

Registration fees

32,278

Audit

54,838

Legal

1,718

Miscellaneous

4,772

Total expenses before reductions

4,054,657

Expense reductions

(78,827)

3,975,830

Net investment income (loss)

4,179,042

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

41,512,013

Foreign currency transactions

(78,600)

Total net realized gain (loss)

 

41,433,413

Change in net unrealized appreciation (depreciation) on:

Investment securities

33,475,660

Assets and liabilities in foreign currencies

3,230

Total change in net unrealized appreciation (depreciation)

 

33,478,890

Net gain (loss)

74,912,303

Net increase (decrease) in net assets resulting from operations

$ 79,091,345

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 4,179,042

$ 4,754,672

Net realized gain (loss)

41,433,413

(131,472,851)

Change in net unrealized appreciation (depreciation)

33,478,890

210,415,767

Net increase (decrease) in net assets resulting from operations

79,091,345

83,697,588

Distributions to shareholders from net investment income

(4,315,648)

(14,502,155)

Share transactions
Proceeds from sales of shares

163,155,616

56,737,784

Reinvestment of distributions

4,158,861

13,861,510

Cost of shares redeemed

(118,821,372)

(95,836,661)

Net increase (decrease) in net assets resulting from share transactions

48,493,105

(25,237,367)

Redemption fees

91,663

55,319

Total increase (decrease) in net assets

123,360,465

44,013,385

 

 

 

Net Assets

Beginning of period

334,414,103

290,400,718

End of period (including undistributed net investment income of $4,074,601 and undistributed net investment income of $4,288,893, respectively)

$ 457,774,568

$ 334,414,103

Other Information

Shares

Sold

5,576,785

2,623,183

Issued in reinvestment of distributions

148,584

825,090

Redeemed

(4,240,424)

(4,743,235)

Net increase (decrease)

1,484,945

(1,294,962)

Financial Highlights

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 26.33

$ 20.75

$ 52.81

$ 36.58

$ 30.92

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .33

.35

.85

2.39 E

.50

Net realized and unrealized gain (loss)

  5.94

6.29

(28.93)

14.60

7.94

Total from investment operations

  6.27

6.64

(28.08)

16.99

8.44

Distributions from net investment income

  (.34)

(1.06)

(1.73)

(.29)

(.35)

Distributions from net realized gain

  -

-

(2.28)

(.51)

(2.49)

Total distributions

  (.34)

(1.06)

(4.01)

(.80)

(2.84)

Redemption fees added to paid in capital B

  .01

- G

.03

.04

.06

Net asset value, end of period

$ 32.27

$ 26.33

$ 20.75

$ 52.81

$ 36.58

Total Return A

  24.05%

34.90%

(57.32)%

47.38%

29.68%

Ratios to Average Net Assets C,F

 

 

 

 

 

Expenses before reductions

  1.12%

1.15%

1.09%

1.06%

1.14%

Expenses net of fee waivers, if any

  1.12%

1.15%

1.09%

1.06%

1.14%

Expenses net of all reductions

  1.10%

1.12%

1.07%

1.03%

1.10%

Net investment income (loss)

  1.16%

1.71%

2.10%

5.37% E

1.49%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 457,775

$ 334,414

$ 290,401

$ 997,726

$ 348,482

Portfolio turnover rate D

  80%

107%

72%

62%

67%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Investment income per share reflects a special dividend which amounted to $1.62 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been 1.72%.

F Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Nordic Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in significant transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Foreign Currency - continued

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE) normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, capital loss carryforwards, and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 96,205,180

Gross unrealized depreciation

(17,795,542)

Net unrealized appreciation (depreciation)

$ 78,409,638

 

 

Tax Cost

$ 379,169,432

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 4,074,599

Capital loss carryforward

$ (182,736,647)

Net unrealized appreciation (depreciation)

$ 78,412,488

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 4,315,648

$ 14,502,155

Annual Report

3. Significant Accounting Policies - continued

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $325,956,575 and $283,635,582, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the Fund's transfer, dividend disbursing and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annual rate of .30% of average net assets.

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $1,384 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The Lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. At period end, there were no security loans outstanding. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds.

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $78,656 for the period. In addition, through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expense by $171.

Annual Report

Notes to Financial Statements - continued

9. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, Fidelity VIP Funds Manager 60% was the owner of record of approximately 10% of the total outstanding share of the Fund.

Annual Report

Fidelity Pacific Basin Fund

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the fund's distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

Fidelity Pacific Basin Fund

31.65%

8.19%

6.02%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Pacific Basin Fund on October 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the MSCI AC (All Country) Pacific Index performed over the same period.

fid757

Annual Report

Fidelity Pacific Basin Fund

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Dale Nicholls, Portfolio Manager of Fidelity® Pacific Basin Fund: During the year, the fund gained 31.65%, more than double the 12.65% mark of the MSCI AC (All Country) Pacific Index. Relative performance was boosted by strong stock picking in a variety of sectors, led by industrials, financials, consumer discretionary and information technology, and by overweighting consumer discretionary. Geographically, the fund received a large performance boost from stock selection in China, followed by South Korea, Japan, Australia and Singapore. My focus on small- and mid-cap stocks also was beneficial. The Basic House, a South Korea-based retailer of casual clothing, was the fund's largest relative contributor, owing to its rapidly expanding business in China. Other contributors included Singapore-based Goodpack, which is engaged in leasing intermediate bulk containers, Japanese finance company ORIX - the fund's largest holding at period end and also its biggest absolute contributor - and Chinese online search engine Baidu. Conversely, energy was the only sector that detracted from performance, mostly due to weak stock picks. The largest individual detractor was Perfect World, a Chinese online game company. The stock came under pressure following conservative earnings guidance issued by the company. Japanese provider of house weddings Take And Give Needs also hurt. Most of the stocks I've mentioned were out-of-benchmark holdings.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity Pacific Basin Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to
October 31, 2010

Actual

1.05%

$ 1,000.00

$ 1,104.20

$ 5.57

Hypothetical (5% return per year before expenses)

 

$ 1,000.00

$ 1,019.91

$ 5.35

* Expenses are equal to the Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Fidelity Pacific Basin Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

fid249

Japan

33.0%

 

fid251

Cayman Islands

11.9%

 

fid253

China

10.4%

 

fid255

Korea (South)

9.2%

 

fid257

Australia

8.5%

 

fid259

Bermuda

6.3%

 

fid261

India

3.9%

 

fid263

Singapore

3.6%

 

fid265

Hong Kong

3.4%

 

fid267

Other

9.8%

 

fid769

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

fid249

Japan

27.7%

 

fid251

Korea (South)

12.9%

 

fid253

Australia

10.6%

 

fid255

China

10.0%

 

fid257

United States of America

8.1%

 

fid259

Cayman Islands

7.6%

 

fid261

Bermuda

4.3%

 

fid263

Hong Kong

4.1%

 

fid265

India

3.1%

 

fid267

Other

11.6%

 

fid781

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

98.5

91.9

Short-Term Investments and Net Other Assets

1.5

8.1

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

ORIX Corp. (Japan, Consumer Finance)

3.7

3.6

Ping An Insurance Group Co. China Ltd. (H Shares) (China, Insurance)

2.2

2.5

SOFTBANK CORP. (Japan, Wireless Telecommunication Services)

2.2

1.7

Goodpack Ltd. (Singapore, Air Freight & Logistics)

2.0

1.6

EVA Precision Industrial Holdings Ltd. (Cayman Islands, Machinery)

1.9

0.0

Ctrip.com International Ltd. sponsored ADR (Cayman Islands, Hotels, Restaurants & Leisure)

1.6

1.6

Goodman Group unit (Australia, Real Estate Investment Trusts)

1.5

2.0

Biosensors International Group Ltd. (Bermuda, Health Care Equipment & Supplies)

1.4

0.2

Kenedix Realty Investment Corp. (Japan, Real Estate Investment Trusts)

1.3

1.2

Tencent Holdings Ltd. (China, Internet Software & Services)

1.3

1.3

 

19.1

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

21.0

19.7

Industrials

19.3

15.0

Information Technology

18.4

23.0

Consumer Discretionary

17.0

14.4

Materials

9.8

8.2

Health Care

4.4

3.3

Consumer Staples

3.1

2.0

Energy

2.5

2.7

Telecommunication Services

2.4

1.9

Utilities

0.6

1.7

Annual Report

Fidelity Pacific Basin Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 98.5%

Shares

Value

Australia - 8.5%

Ausenco Ltd. (d)

1,739,609

$ 4,345,730

Austal Ltd.

2,568,947

6,165,839

Australian Worldwide Exploration Ltd. (a)

2,270,671

3,347,817

Goodman Group unit

20,234,391

12,488,251

Iress Market Technology Ltd.

239,290

2,051,179

Lynas Corp. Ltd. (a)

4,303,572

6,176,432

Macquarie Group Ltd.

109,776

3,893,023

MAp Group unit

3,035,768

9,070,670

Navitas Ltd.

1,755,729

6,587,600

Newcrest Mining Ltd.

133,131

5,211,655

Origin Energy Ltd.

536,729

8,381,357

realestate.com.au Ltd.

294,913

3,114,466

TOTAL AUSTRALIA

70,834,019

Bermuda - 6.3%

Asian Citrus Holdings Ltd.

3,377,000

3,890,548

Biosensors International Group Ltd. (a)

13,351,000

11,553,056

China Animal Healthcare Ltd.

13,770,000

3,617,245

China LotSynergy Holdings Ltd. (a)

21,764,000

842,342

China Water Affairs Group Ltd.

6,846,000

2,623,141

Huabao International Holdings Ltd.

1,873,000

2,822,337

Man Wah Holdings Ltd.

1,762,400

2,473,783

Mingyuan Medicare Development Co. Ltd.

27,510,000

3,833,033

Noble Group Ltd.

4,825,527

6,934,621

Sihuan Pharmaceutical Holdings Group Ltd.

41,000

29,780

Texwinca Holdings Ltd.

2,906,000

3,171,716

Vtech Holdings Ltd. (d)

1,056,200

10,989,522

TOTAL BERMUDA

52,781,124

Cayman Islands - 11.9%

AirMedia Group, Inc. ADR (a)

63,000

435,330

China Automation Group Ltd.

2,466,000

1,927,942

China Dongxiang Group Co. Ltd.

4,351,000

2,436,167

China Forestry Holdings Co. Ltd.

5,562,000

2,640,627

China Haidian Holdings Ltd.

10,116,000

1,683,553

China High Precision Automation Group Ltd.

4,875,000

3,106,918

China Lilang Ltd. (d)

2,280,000

3,565,051

China Real Estate Information Corp. ADR (d)

384,000

3,805,440

CNinsure, Inc. ADR (d)

178,700

4,592,590

Ctrip.com International Ltd. sponsored ADR (a)

252,800

13,163,296

Daphne International Holdings Ltd.

3,308,000

3,695,827

EVA Precision Industrial Holdings Ltd.

19,128,000

15,867,510

Fook Woo Group Holdings Ltd. (d)

7,678,000

2,714,107

Global Dairy Holdings Ltd.

1,223,000

607,457

Global Education & Technology Group Ltd. ADR (a)

3,200

31,776

Hengan International Group Co. Ltd.

301,000

2,834,769

Hengdeli Holdings Ltd.

5,846,000

3,243,064

 

Shares

Value

Kingdee International Software Group Co. Ltd.

8,270,928

$ 4,364,212

Little Sheep Group Ltd.

4,223,000

2,751,318

Maoye International Holdings Ltd.

6,182,000

2,663,813

Neo-Neon Holdings Ltd. (d)

3,506,000

2,134,923

PCD Stores Group Ltd.

7,878,000

2,540,881

Perfect World Co. Ltd. sponsored ADR Class B (a)(d)

242,375

7,852,950

SinoCom Software Group Ltd.

14,382,000

1,688,453

TAL Education Group ADR (a)

6,400

113,920

TPK Holdings Co.

2,000

33,001

VST Holdings Ltd. (a)

3,660,000

934,920

Wasion Group Holdings Ltd. (d)

2,788,000

2,028,617

Xingda International Holdings Ltd.

6,024,000

6,287,265

TOTAL CAYMAN ISLANDS

99,745,697

China - 10.4%

51job, Inc. sponsored ADR (a)(d)

80,900

3,646,972

AMVIG Holdings Ltd.

6,142,000

4,992,046

Baidu.com, Inc. sponsored ADR (a)

75,100

8,261,751

China Metal Recycling (Holdings) Ltd.

2,797,800

3,114,983

Dalian Port (PDA) Co. Ltd. (H Shares)

5,974,000

2,581,893

Digital China Holdings Ltd. (H Shares)

1,403,000

2,534,043

Focus Media Holding Ltd. ADR (a)(d)

103,500

2,561,625

Global Bio-Chem Technology Group Co. Ltd. (a)

16,175,600

2,629,415

Harbin Power Equipment Co. Ltd. (H Shares)

3,194,000

4,301,933

Minth Group Ltd. (d)

3,866,000

7,231,995

People's Food Holdings Ltd.

4,855,000

2,625,744

Ping An Insurance Group Co. China Ltd. (H Shares)

1,731,500

18,641,339

Royale Furniture Holdings Ltd.

12,517,962

4,570,338

Sinotrans Ltd. (H Shares)

7,103,000

1,915,210

Tencent Holdings Ltd.

480,600

11,005,515

Yantai Changyu Pioneer Wine Co. (B Shares)

312,700

4,030,154

Zhaojin Mining Industry Co. Ltd. (H Shares)

173,500

539,442

Zhejiang Expressway Co. Ltd. (H Shares)

1,654,000

1,666,536

TOTAL CHINA

86,850,934

Hong Kong - 3.4%

China State Construction International Holdings Ltd.

5,110,752

3,890,139

PCCW Ltd.

2,816,000

1,075,357

PYI Corp. Ltd. (a)

28,483,617

1,065,667

REXCAPITAL Financial Holdings Ltd.

33,086,967

3,073,390

Singamas Container Holdings Ltd. (a)

9,972,000

2,251,379

Techtronic Industries Co. Ltd.

9,222,000

9,339,487

Television Broadcasts Ltd.

764,000

4,070,724

Tian An China Investments Co. Ltd.

4,934,800

3,813,508

TOTAL HONG KONG

28,579,651

Common Stocks - continued

Shares

Value

India - 3.9%

Educomp Solutions Ltd.

158,035

$ 1,962,558

Financial Technologies India Ltd.

75,761

1,679,048

Gateway Distriparks Ltd.

797,796

2,002,365

Geodesic Ltd.

1,605,385

4,233,943

Grasim Industries Ltd.

19,757

1,038,772

Indian Overseas Bank

1,251,645

4,512,417

INFO Edge India Ltd.

175,376

2,691,868

Jindal Steel & Power Ltd.

143,040

2,251,045

NIIT Ltd.

1,948,036

2,889,642

Reliance Industries Ltd.

87,888

2,173,654

Rural Electrification Corp. Ltd.

335,366

2,804,363

Shriram Transport Finance Co. Ltd.

230,211

4,577,732

TOTAL INDIA

32,817,407

Indonesia - 2.6%

AKR Corporindo Tbk PT

38,007,000

6,421,316

PT Ciputra Development Tbk (a)

124,171,000

5,835,163

PT Lippo Karawaci Tbk

60,762,000

4,215,094

PT Perusahaan Gas Negara Tbk Series B

6,647,740

3,012,399

PT Tambang Batubbara Bukit Asam Tbk

1,077,500

2,368,991

PT Tower Bersama Infrastructure Tbk

391,500

111,701

TOTAL INDONESIA

21,964,664

Ireland - 0.4%

James Hardie Industries NV unit (a)

570,644

3,013,179

Japan - 33.0%

ABC-Mart, Inc.

114,500

3,894,451

Adeka Corp.

271,900

2,905,853

Aeon Credit Service Co. Ltd.

451,600

5,196,739

BLife Investment Corp. (d)

406

2,467,180

Chiyoda Corp.

440,000

3,644,769

Credit Saison Co. Ltd.

289,200

4,101,926

Digital Garage, Inc. (d)

4,353

7,584,076

eAccess Ltd.

7,052

5,144,183

FreeBit Co., Ltd. (d)

440

913,135

Fuji Fire & Marine Insurance Co. Ltd. (a)

4,294,000

5,336,150

Fuji Heavy Industries Ltd. (a)

394,000

2,715,247

Fuji Spinning Co. Ltd.

2,274,000

3,221,523

Fujifilm Holdings Corp.

230,500

7,689,850

Fujitsu Ltd.

639,000

4,358,910

GMO Internet, Inc.

800,500

2,864,968

H.I.S. Co. Ltd.

133,800

2,849,922

Hamakyorex Co. Ltd.

91,100

2,160,045

Haseko Corp. (a)

3,748,500

3,214,198

Hikari Tsushin, Inc.

207,400

3,917,584

Internet Initiative Japan, Inc.

1,332

2,871,902

ISE Chemical Corp. (d)

456,000

2,918,354

Kenedix Realty Investment Corp.

2,783

11,049,689

Mandom Corp.

83,600

2,278,300

Micronics Japan Co. Ltd. (d)

339,900

2,745,557

Mitsui & Co. Ltd.

460,400

7,240,899

 

Shares

Value

MS&AD Insurance Group Holdings, Inc.

408,200

$ 9,779,206

Nippon Seiki Co. Ltd.

635,000

6,431,279

Nishimatsu Construction Co. Ltd.

1,899,000

2,029,502

Nitta Corp.

497,400

7,874,830

Nittoku Engineering Co. Ltd.

421,600

3,662,214

NTT Urban Development Co.

4,724

4,332,437

ORIX Corp.

339,120

30,932,526

Promise Co. Ltd. (d)

806,400

3,377,119

Rakuten, Inc.

7,323

5,642,177

Risa Partners, Inc. (d)

7,307

2,633,317

Rohto Pharmaceutical Co. Ltd.

591,000

7,322,319

Saizeriya Co. Ltd.

311,200

5,886,000

Sankyo Seiko Co. Ltd.

820,200

2,486,999

SHO-BOND Holdings Co. Ltd.

128,800

2,756,227

So-Net Entertainment Corp.

3,949

10,231,968

SOFTBANK CORP.

567,800

18,234,912

Sony Financial Holdings, Inc.

1,902

6,618,118

Sumitomo Mitsui Financial Group, Inc.

358,200

10,691,462

Sumitomo Trust & Banking Co. Ltd.

1,615,000

8,817,583

TDK Corp.

76,000

4,336,172

Tokyo Ohka Kogyo Co. Ltd.

139,700

2,583,243

Toridoll Corp.

1,164

1,588,259

Tosoh Corp.

1,376,000

3,680,336

Toyo Tanso Co. Ltd. (d)

91,700

5,259,047

Yamato Kogyo Co. Ltd.

234,600

6,017,328

TOTAL JAPAN

276,489,990

Korea (South) - 9.2%

Daou Technology, Inc.

1,117,860

8,946,855

eSang Networks Co. Ltd. (a)

104,037

637,452

Halla Climate Control Co.

139,500

2,592,752

Hyosung Corp.

50,081

5,567,029

Infopia Co. Ltd. (a)

195,412

3,041,093

Interpark Corp. (a)

467,633

1,854,729

Jinsung T.E.C. Co. Ltd. (a)

445,561

4,180,229

Jusung Engineering Co. Ltd. (a)

87,852

1,539,070

KC Tech Co. Ltd.

833,860

4,508,553

LG Chemical Ltd.

23,832

7,354,115

Lock & Lock Co. Ltd.

102,580

3,393,486

MNTECH Co. Ltd.

467,070

4,589,705

NHN Corp. (a)

32,970

5,849,279

Power Logics Co. Ltd. (a)

343,039

2,660,115

Samsung C&T Corp.

68,153

4,000,087

Sodiff Advanced Materials Co. Ltd.

28,261

2,573,522

The Basic House Co. Ltd. (a)

438,471

8,851,303

TK Corp. (a)

195,708

4,516,338

TOTAL KOREA (SOUTH)

76,655,712

Malaysia - 1.5%

IJM Corp. Bhd

1,572,980

2,846,634

IJM Land Bhd warrants 9/11/13 (a)

116,970

53,766

JobStreet Corp. Bhd

6,159,050

5,266,176

Common Stocks - continued

Shares

Value

Malaysia - continued

Lion Industries Corp. Bhd

2,603,200

$ 1,656,810

Top Glove Corp. Bhd

1,492,300

2,638,267

TOTAL MALAYSIA

12,461,653

Philippines - 1.3%

Alliance Global Group, Inc.

25,222,542

6,667,217

DMCI Holdings, Inc.

4,424,500

3,939,765

TOTAL PHILIPPINES

10,606,982

Singapore - 3.6%

CSE Global Ltd.

7,480,500

6,126,346

Global Logistic Properties Ltd.

632,000

1,132,844

Goodpack Ltd.

10,618,000

16,735,471

Goodpack Ltd. warrants 11/30/12 (a)

2,233,800

2,329,931

Mapletree Industrial (REIT) (a)

201,000

166,167

Straits Asia Resources Ltd.

2,284,000

4,041,072

Tat Hong Holdings Ltd. warrants 8/2/13 (a)

125,700

4,856

TOTAL SINGAPORE

30,536,687

Taiwan - 2.5%

104 Corp.

479,000

1,885,950

Hon Hai Precision Industry Co. Ltd. (Foxconn)

1,580,592

5,990,808

Lite-On Technology Corp.

3,034,163

4,010,191

St. Shine Optical Co. Ltd.

352,000

3,956,478

Tatung Co. Ltd. (a)

22,335,000

5,269,031

TOTAL TAIWAN

21,112,458

TOTAL COMMON STOCKS

(Cost $655,908,756)

824,450,157

Money Market Funds - 4.5%

Shares

Value

Fidelity Cash Central Fund, 0.23% (b)

8,464,287

$ 8,464,287

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

29,127,774

29,127,774

TOTAL MONEY MARKET FUNDS

(Cost $37,592,061)

37,592,061

TOTAL INVESTMENT PORTFOLIO - 103.0%

(Cost $693,500,817)

862,042,218

NET OTHER ASSETS (LIABILITIES) - (3.0)%

(25,129,507)

NET ASSETS - 100%

$ 836,912,711

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 36,962

Fidelity Securities Lending Cash Central Fund

366,616

Total

$ 403,578

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Japan

$ 276,489,990

$ 191,198,718

$ 85,291,272

$ -

Cayman Islands

99,745,697

99,745,697

-

-

China

86,850,934

86,850,934

-

-

Korea (South)

76,655,712

76,655,712

-

-

Australia

70,834,019

70,834,019

-

-

Bermuda

52,781,124

52,781,124

-

-

India

32,817,407

31,778,635

1,038,772

-

Singapore

30,536,687

30,536,687

-

-

Hong Kong

28,579,651

28,579,651

-

-

Other

69,158,936

69,158,936

-

-

Money Market Funds

37,592,061

37,592,061

-

-

Total Investments in Securities:

$ 862,042,218

$ 775,712,174

$ 86,330,044

$ -

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Investments in Securities:

Beginning Balance

$ 3,415,954

Total Realized Gain (Loss)

(8,340,368)

Total Unrealized Gain (Loss)

9,423,694

Cost of Purchases

-

Proceeds of Sales

(4,499,280)

Amortization/Accretion

-

Transfers in to Level 3

-

Transfers out of Level 3

-

Ending Balance

$ -

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at October 31, 2010

$ -

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $73,673,831 which will expire on October 31, 2017. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Pacific Basin Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

Assets

Investment in securities, at value (including securities loaned of $27,865,021) - See accompanying schedule:

Unaffiliated issuers (cost $655,908,756)

$ 824,450,157

 

Fidelity Central Funds (cost $37,592,061)

37,592,061

 

Total Investments (cost $693,500,817)

 

$ 862,042,218

Foreign currency held at value (cost $15)

15

Receivable for investments sold

5,413,652

Receivable for fund shares sold

1,202,260

Dividends receivable

1,890,259

Distributions receivable from Fidelity Central Funds

52,104

Other receivables

114,358

Total assets

870,714,866

 

 

 

Liabilities

Payable for investments purchased

$ 2,729,785

Payable for fund shares redeemed

568,781

Accrued management fee

472,666

Other affiliated payables

180,314

Other payables and accrued expenses

722,835

Collateral on securities loaned, at value

29,127,774

Total liabilities

33,802,155

 

 

 

Net Assets

$ 836,912,711

Net Assets consist of:

 

Paid in capital

$ 750,053,488

Undistributed net investment income

6,000,914

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(87,171,430)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

168,029,739

Net Assets, for 33,325,024 shares outstanding

$ 836,912,711

Net Asset Value, offering price and redemption price per share ($836,912,711 ÷ 33,325,024 shares)

$ 25.11

Statement of Operations

  

Year ended October 31, 2010

Investment Income

  

  

Dividends

 

$ 14,126,573

Interest

 

31

Income from Fidelity Central Funds

 

403,578

Income before foreign taxes withheld

 

14,530,182

Less foreign taxes withheld

 

(732,967)

Total income

 

13,797,215

 

 

 

Expenses

Management fee
Basic fee

$ 4,925,603

Performance adjustment

(135,706)

Transfer agent fees

1,750,165

Accounting and security lending fees

343,861

Custodian fees and expenses

403,306

Independent trustees' compensation

3,975

Registration fees

41,960

Audit

79,772

Legal

3,700

Interest

294

Miscellaneous

8,804

Total expenses before reductions

7,425,734

Expense reductions

(231,784)

7,193,950

Net investment income (loss)

6,603,265

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

58,845,097

Foreign currency transactions

282,778

Total net realized gain (loss)

 

59,127,875

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $343,380)

122,318,458

Assets and liabilities in foreign currencies

10,124

Total change in net unrealized appreciation (depreciation)

 

122,328,582

Net gain (loss)

181,456,457

Net increase (decrease) in net assets resulting from operations

$ 188,059,722

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Pacific Basin Fund
Financial Statements - continued

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 6,603,265

$ 5,957,906

Net realized gain (loss)

59,127,875

(115,340,761)

Change in net unrealized appreciation (depreciation)

122,328,582

316,800,168

Net increase (decrease) in net assets resulting from operations

188,059,722

207,417,313

Distributions to shareholders from net investment income

(4,570,702)

(2,101,108)

Distributions to shareholders from net realized gain

(21,329,936)

-

Total distributions

(25,900,638)

(2,101,108)

Share transactions
Proceeds from sales of shares

278,700,546

122,196,818

Reinvestment of distributions

23,912,533

1,925,373

Cost of shares redeemed

(237,343,251)

(112,858,887)

Net increase (decrease) in net assets resulting from share transactions

65,269,828

11,263,304

Redemption fees

274,534

236,555

Total increase (decrease) in net assets

227,703,446

216,816,064

 

 

 

Net Assets

Beginning of period

609,209,265

392,393,201

End of period (including undistributed net investment income of $6,000,914 and undistributed net investment income of $3,855,931, respectively)

$ 836,912,711

$ 609,209,265

Other Information

Shares

Sold

12,592,586

7,310,963

Issued in reinvestment of distributions

1,189,087

166,843

Redeemed

(11,097,905)

(7,402,907)

Net increase (decrease)

2,683,768

74,899

Financial Highlights

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 19.88

$ 12.84

$ 37.32

$ 27.36

$ 22.42

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .21

.20

.22

.22

.16

Net realized and unrealized gain (loss)

  5.86

6.90

(20.61)

12.16

5.26

Total from investment operations

  6.07

7.10

(20.39)

12.38

5.42

Distributions from net investment income

  (.15)

(.07)

(.22)

(.16)

(.18)

Distributions from net realized gain

  (.70)

-

(3.88)

(2.27)

(.32)

Total distributions

  (.85)

(.07)

(4.10)

(2.43)

(.50)

Redemption fees added to paid in capital B

  .01

.01

.01

.01

.02

Net asset value, end of period

$ 25.11

$ 19.88

$ 12.84

$ 37.32

$ 27.36

Total Return A

  31.65%

55.77%

(61.02)%

48.86%

24.55%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  1.07%

.90%

1.22%

1.19%

1.14%

Expenses net of fee waivers, if any

  1.07%

.90%

1.22%

1.19%

1.14%

Expenses net of all reductions

  1.03%

.85%

1.17%

1.13%

1.08%

Net investment income (loss)

  .95%

1.30%

.89%

.71%

.60%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 836,913

$ 609,209

$ 392,393

$ 1,266,514

$ 972,805

Portfolio turnover rate D

  66%

91%

73%

91%

75%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Pacific Basin Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in significant transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Annual Report

3. Significant Accounting Policies - continued

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

Distributions are declared and recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 189,952,599

Gross unrealized depreciation

(57,302,608)

Net unrealized appreciation (depreciation)

$ 132,649,991

 

 

Tax Cost

$ 729,392,227

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 28,395,099

Capital loss carryforward

$ (73,673,831)

Net unrealized appreciation (depreciation)

$ 132,710,115

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 25,900,638

$ 2,101,108

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $481,596,892 and $444,842,877, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the Fund's relative investment performance as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .69% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the Fund's transfer, dividend disbursing and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees were equivalent to an annual rate of .25% of average net assets.

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $203 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average
Interest Rate

Interest
Expense

Borrower

$ 5,835,250

.45%

$ 294

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $2,665 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan,

Annual Report

7. Security Lending - continued

the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $366,616. During the period, there were no securities loaned to FCM.

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $231,784 for the period.

9. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of:

Fidelity Canada Fund,
Fidelity China Region Fund,
Fidelity Emerging Asia Fund (formerly Fidelity Southeast Asia Fund),
Fidelity Emerging Markets Fund,
Fidelity Europe Fund,
Fidelity Japan Fund,
Fidelity Japan Smaller Companies Fund,
Fidelity Latin America Fund,
Fidelity Nordic Fund,
Fidelity Pacific Basin Fund

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Canada Fund, Fidelity China Region Fund, Fidelity Emerging Asia Fund (formerly Fidelity Southeast Asia Fund), Fidelity Emerging Markets Fund, Fidelity Europe Fund, Fidelity Japan Fund, Fidelity Japan Smaller Companies Fund, Fidelity Latin America Fund, Fidelity Nordic Fund, and Fidelity Pacific Basin Fund, (funds of Fidelity Investment Trust) at October 31, 2010, the results of each of their operations for the year then ended, the changes in each of their net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Investment Trust's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 17, 2010

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity Europe Capital Appreciation Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Europe Capital Appreciation Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2010, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Europe Capital Appreciation Fund as of October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 17, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and funds, as applicable, are listed below. The Board of Trustees governs each fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee each fund's activities, review contractual arrangements with companies that provide services to each fund, oversee management of the risks associated with such activities and contractual arrangements, and review each fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Funds' Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing each fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the funds, is provided below.

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the funds. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The funds' Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the funds' Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, each fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the funds' activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the funds' business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the funds are carried out by or through FMR, its affiliates and other service providers, the funds' exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the funds' activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the funds' Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the funds' Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Funds' Trustees."

Annual Report

The funds' Statements of Additional Information (SAIs) include more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for each fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for each fund.

Annual Report

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Thomas C. Hense (46)

 

Year of Election or Appointment: 2008 or 2010

Vice President of Fidelity's High Income (2008), Small Cap (2008), and Value (2010) Funds. Previously, Mr. Hense served as a portfolio manager for Fidelity's Institutional Money Management Group (Pyramis) (2003-2008).

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of each fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Fidelity Canada Fund

12/06/10

12/03/10

$0.447

$0.441

Fidelity China Region Fund

12/06/10

12/03/10

$0.376

$0.025

Fidelity Emerging Markets Fund

12/06/10

12/03/10

$0.244

$0.129

Fidelity Europe Fund

12/06/10

12/03/10

$0.665

-

Fidelity Europe Capital Appreciation Fund

12/06/10

12/03/10

$0.175

-

Fidelity Japan Fund

12/13/10

12/10/10

$0.195

$0.211

Fidelity Japan Smaller Companies Fund

12/06/10

12/03/10

$0.045

$0.095

Fidelity Latin America Fund

12/06/10

12/03/10

$0.261

$0.200

Fidelity Nordic Fund

12/06/10

12/03/10

$0.285

-

Fidelity Pacific Basin Fund

12/06/10

12/03/10

$0.200

$0.660

Fidelity Emerging Asia Fund

12/06/10

12/03/10

$0.485

$0.105

A percentage of the dividends distributed during the fiscal year for the following funds may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

 

November 27, 2009

December 4, 2009

December 30, 2009

September 29, 2010

Fidelity Canada Fund

-

100%

-

-

Fidelity China Region Fund

-

39%

-

-

Fidelity Emerging Markets Fund

-

71%

-

-

Fidelity Europe Fund

96%

96%

-

-

Fidelity Europe Fund: Class F

92%

-

-

-

Fidelity Europe Capital Appreciation Fund

-

95%

-

-

Fidelity Japan Fund

-

79%

-

-

Fidelity Japan Smaller Companies Fund

-

56%

-

-

Fidelity Latin America Fund

-

65%

83%

100%

Fidelity Emerging Asia Fund

-

22%

-

-

Fidelity Emerging Asia Fund: Class F

-

21%

-

-

Fidelity Nordic Fund

-

86%

-

-

Fidelity Pacific Basin Fund

-

20%

-

-

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

Fund

Pay Date

Income

Taxes

Fidelity Canada Fund

12/07/09

$0.555

$0.0866

Fidelity China Region Fund

12/07/09

$0.305

$0.0314

Fidelity Emerging Markets Fund

12/07/09

$0.167

$0.0258

Fidelity Europe Fund

11/30/09

$0.508

$0.0427

Fidelity Europe Fund: Class F

11/30/09

$0.535

$0.0427

Fidelity Europe Capital Appreciation Fund

12/07/09

$0.294

$0.0282

Fidelity Japan Fund

12/07/09

$0.076

$0.0127

Fidelity Japan Smaller Companies Fund

12/07/09

$0.052

$0.0070

Fidelity Latin America Fund

12/07/09

$0.564

$0.0791

Fidelity Latin America Fund

12/31/09

$0.048

$0.0000

Fidelity Latin America Fund

09/30/10

$0.686

$0.0948

Fidelity Nordic Fund

12/07/09

$0.393

$0.0533

Fidelity Pacific Basin Fund

12/07/09

$0.233

$0.0184

Fidelity Emerging Asia Fund

12/07/09

$0.876

$0.0612

Fidelity Emerging Asia Fund: Class F

12/07/09

$0.912

$0.0612

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of Fidelity Emerging Asia Fund (formerly Fidelity Southeast Asia Fund) shareholders was held on November 16, 2010. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To approve a change in the performance adjustment index for the fund.

 

# of
Votes

% of
Votes

Affirmative

762,743,251.15

89.962

Against

54,698,229.87

6.451

Abstain

24,743,409.13

2.919

Uninstructed

5,663,975.59

0.668

TOTAL

847,848,865.74

100.000

PROPOSAL 2

To authorize the Trustees to change the performance adjustment index for the fund in the future without a shareholder vote.

 

# of
Votes

% of
Votes

Affirmative

604,723,907.38

71.324

Against

207,016,787.49

24.417

Abstain

30,444,195.28

3.591

Uninstructed

5,663,975.59

0.668

TOTAL

847,848,865.74

100.000

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Emerging Asia Fund (formerly known as Fidelity Southeast Asia Fund)

On July 14, 2010, the Board of Trustees, including the Independent Trustees (together, the Board), voted to approve an amended management contract (the Amended Contract) for the fund and to submit the Amended Contract to shareholders for their approval. If approved by shareholders, the Amended Contract will prospectively change the index used to calculate the fund's performance adjustment from the MSCI AC (All Country) Far East ex Japan Index (the Current Index) to the MSCI AC (All Country) Asia ex Japan Index (the Proposed Index). The Amended Contract also will allow the Board to change the fund's performance adjustment index in the future without a shareholder vote, if applicable law permits the Board to do so. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, considered a broad range of information.

In considering whether to approve the Amended Contract for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the approval of the Amended Contract and the compensation to be received by Fidelity under the management contract is in the best interest of fund shareholders and consistent with Fidelity's fiduciary duty under applicable law. The Board, in reaching its determination to approve the Amended Contract, was aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided. The Board considered the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the investment adviser, FMR, and the sub-advisers, and by affiliated companies.

Shareholder and Administrative Services. The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services.

Investment Performance. In determining whether the Proposed Index is an appropriate index against which to measure the fund's investment performance, the Board considered that, consistent with the fund's proposed new name and modified investment policies, FMR would allocate the fund's investments across different Asian countries with emerging markets. The Board also considered that because the Proposed Index includes securities of issuers from India in addition to those of the same countries included in the Current Index, it will provide a more meaningful performance comparison for the fund under its new investment strategy.

The Board considered the rolling 36-month returns of the fund's retail class compared to the rolling 36-month returns of the Current Index and the Proposed Index over the last three years ended April 30, 2010. The Board noted that the fund outperformed and underperformed the Current Index and the Proposed Index at different times over the rolling 36-month period ended April 30, 2010.

The Board considered the performance of the Current Index compared to the performance of the Proposed Index over the past ten calendar years and for the five months ended May 31, 2010. The Board noted that the two indices have performed differently at times over the period, with the Proposed Index outperforming the Current Index in eight of the past ten calendar years. The Board also noted that the Proposed Index outperformed the Current Index over the 10-year period ended May 31, 2010 and that the fund's retail class outperformed the Current Index in five of the past ten calendar years, and outperformed the Proposed Index in seven of the past ten calendar years. The Board recognized that past performance would have no impact on performance in the future. The Board recognized that, in connection with its annual renewal of the fund's current management contract and sub-advisory agreements at its July 2010 meeting, the Board had reviewed the fund's retail class returns and the returns of the Current Index over the one-, three-, and five-year periods ended December 31, 2009, and had noted that the relative investment performance of the fund's retail class was higher than the Current Index for the five-year period, although the fund's one-year and three-year cumulative returns were lower than the Current Index.

The Board also noted that the Amended Contract would give the Board the ability to designate an alternative appropriate index for the fund without the delay and expense of having first to conduct a proxy solicitation, if applicable law would permit the Board to do so.

Based on its review, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered that, because the change in the index used to calculate the fund's performance adjustment will be implemented prospectively, the future impact on management fees will depend solely on the fund's future performance relative to the Proposed Index.

Annual Report

Nonetheless, the Board considered the management fee that the fund incurred under the current management contract (with the Current Index) for the fund's fiscal year-ended October 31, 2009 and the 12-month period ended April 30, 2010, compared to the hypothetical management fee that the fund would have incurred if the Amended Contract (with the Proposed Index) had been in effect during those periods.

The Board noted that, under the current management contract, the fund's basic fee was increased by a slightly positive performance adjustment of approximately one basis point and that, if the Amended Contract had been in effect during the fiscal year-ended October 31, 2009, the fund's basic fee would have been decreased by a negative performance adjustment of 2.3 basis points. As a result, the fund's hypothetical management fee would have been 3.3 basis points ($522,302) lower if the Amended Contract had been in effect during that period. The Board noted that the fund outperformed the Current Index and underperformed the Proposed Index over that period.

The Board noted that, under the current management contract, the fund's basic fee was decreased by a negative performance adjustment of 25.6 basis points and that, if the Amended Contract had been in effect during the 12-month period ended April 30, 2010, the fund's basic fee would have been decreased by a negative performance adjustment of 28.6 basis points. As a result, the fund's hypothetical management fee would have been 3.0 basis points ($524,908) lower if the Amended Contract had been in effect during that period. The Board noted that the fund underperformed both the Current Index and the Proposed Index over that period.

Based on its review, the Board concluded that the fund's management fee was in the best interest of fund shareholders and consistent with Fidelity's fiduciary duty under applicable law in light of the services that the fund receives and the other factors considered.

Because the fund's management fee impacts the fund's total expenses - and because the future impact on management fees will depend solely on the fund's future performance relative to the Proposed Index - the Board will review the fund's total expenses compared to competitive fund median expenses in connection with its future renewal of the fund's management contract and sub-advisory agreements.

In its review, the Board also noted that at its July meeting it received and considered materials relating to its review of total expenses for the fund in connection with its renewal of the fund's current management contract. This information included Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Costs of the Services and Profitability. Because the Board was approving an arrangement under which the management fee that the fund pays FMR will depend solely on the fund's future performance relative to the Proposed Index, it did not consider data regarding the impact on Fidelity's costs of services, revenues, or profitability from the new arrangement to be a significant factor in its decision.

In connection with its future renewal of the fund's management contract and sub-advisory agreements, the Board will consider the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders.

Economies of Scale. The Board recognized that the fund's Amended Contract, like the current contract, incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

In connection with its future renewal of the fund's management contract and sub-advisory agreements, the Board will consider whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the Amended Contract is in the best interest of fund shareholders and consistent with Fidelity's fiduciary duty under applicable law, and that the Amended Contract should be approved and submitted to shareholders for their approval.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Targeted International Equity Funds

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for each fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of each fund's Advisory Contracts, including the services and support provided to each fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of each fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew each fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to each fund and its shareholders (including the investment performance of each fund); (ii) the competitiveness of each fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with each fund; (iv) the extent to which economies of scale would be realized as each fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for each fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contracts is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in each fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that each fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in that fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the funds' investment personnel and the funds' investment objectives and disciplines. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of each fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for each fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, each fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Annual Report

Investment Performance (Canada Fund and China Region Fund). The Board considered whether each fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed each fund's absolute investment performance for each class, as well as each fund's relative investment performance for each class measured over multiple periods against a broad-based securities market index. The Board noted that FMR does not believe that a meaningful peer group exists against which to compare either fund's performance. For each fund, the following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, as available, the cumulative total returns of the retail class and Class B of the fund and the cumulative total returns of a broad-based securities market index ("benchmark"). The returns of the retail class and Class B show the performance of the highest performing class (based on five-year performance) and the lowest performing class (based on one-year performance), respectively.

Fidelity Canada Fund

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The Board noted that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board discussed with FMR actions that have been taken by FMR to improve the fund's below-benchmark performance. The Board also reviewed the fund's performance since inception as well as performance in the current year. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity China Region Fund

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The Board noted that the investment performance of the retail class of the fund compared favorably to its benchmark for the three- and five-year periods, although the fund's one-year cumulative total return was lower than its benchmark. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year.

The Board also considered that Canada Fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to each fund will benefit each fund's shareholders, particularly in light of the Board's view that each fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Investment Performance (Emerging Markets Fund). The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured over multiple periods against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, as available, the cumulative total returns of Class K and the retail class of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Fidelity Emerging Markets Fund

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The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class of the fund (the class with the longer performance record) was in the second quartile for the one- and five-year periods and the fourth quartile for the three-year period. The Board also noted that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board considered that the variations in performance between the fund's classes reflect the variations in class expenses, which result in lower performance for the higher expense class. The Board also reviewed the fund's performance since inception as well as performance in the current year.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Investment Performance (Europe Fund and Europe Capital Appreciation Fund). The Board considered whether each fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed each fund's absolute investment performance (for the retail class, in the case of Europe Fund), as well as each fund's relative investment performance (for the retail class, in the case of Europe Fund) measured over multiple periods against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. For each fund, the following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, the fund's cumulative total returns (for the retail class, in the case of Europe Fund), the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. (Class F of Europe Fund had less than one year of performance as of December 31, 2009.) The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund (or the retail class, in the case of Europe Fund).

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity Europe Fund

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The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class of the fund was in the third quartile for the one-year period, the first quartile for the three-year period, and the second quartile for the five-year period. The Board also noted that the investment performance of the retail class of the fund compared favorably to its benchmark for the three- and five-year periods, although the fund's one-year cumulative total return was lower than its benchmark. The Board also reviewed the fund's performance since inception as well as performance in the current year.

Fidelity Europe Capital Appreciation Fund

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The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the fund was in the third quartile for the one-year period and the second quartile for the three- and five-year periods. The Board also noted that the investment performance of the fund was lower than its benchmark for the one- and three-year periods, although the fund's five-year cumulative total return compared favorably to its benchmark. The Board also reviewed the fund's performance since inception as well as performance in the current year.

The Board also considered that each fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for each fund's shareholders and helps to more closely align the interests of FMR and each fund's shareholders.

Annual Report

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to each fund will benefit each fund's shareholders, particularly in light of the Board's view that each fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Investment Performance (Japan Fund). The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for the retail class, as well as the fund's relative investment performance for the retail class measured over multiple periods against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, the cumulative total returns of the retail class of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund. (Class F of the fund had less than one year of performance as of December 31, 2009.) The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the retail class of the fund.

Fidelity Japan Fund

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The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class of the fund was in the first quartile for all the periods shown. The Board also noted that the investment performance of the retail class of the fund compared favorably to its benchmark for the one- and five-year periods, although the fund's three-year cumulative total return was lower than its benchmark. The Board also reviewed the fund's performance since inception as well as performance in the current year.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Investment Performance (Japan Smaller Companies Fund, Latin America Fund, Nordic Fund, Pacific Basin Fund, and Southeast Asia Fund). The Board considered whether each fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed each fund's absolute investment performance (for the retail class, in the case of Southeast Asia Fund), as well as each fund's relative investment performance (for the retail class, in the case of Southeast Asia Fund) measured over multiple periods against a broad-based securities market index. The Board noted that FMR does not believe that a meaningful peer group exists against which to compare any of the funds' performance. For each fund, the following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, the fund's cumulative total returns and the cumulative total returns of a broad-based securities market index ("benchmark"). (Class F of Southeast Asia Fund had less than one year of performance as of December 31, 2009.)

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity Japan Smaller Companies Fund

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The Board noted that the investment performance of the fund was lower than its benchmark for the three- and five-year periods, although the fund's one-year cumulative total return compared favorably to its benchmark. The Board also reviewed the fund's performance since inception as well as performance in the current year.

Fidelity Latin America Fund

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The Board noted that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board discussed with FMR actions that have been taken by FMR to improve the fund's below-benchmark performance. The Board noted that this fund had underperformed in the previous year and discussed with FMR its disappointment with the continued underperformance of the fund. The Board also reviewed the fund's performance since inception as well as performance in the current year. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

Annual Report

Fidelity Nordic Fund

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The Board noted that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board discussed with FMR actions that have been taken by FMR to improve the fund's below-benchmark performance. The Board noted that this fund had underperformed in the previous year and discussed with FMR its disappointment with the continued underperformance of the fund. The Board also reviewed the fund's performance since inception as well as performance in the current year. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

Fidelity Pacific Basin Fund

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The Board noted that the investment performance of the fund compared favorably to its benchmark for the one- and five-year periods, although the fund's three-year cumulative total return was lower than its benchmark. The Board also reviewed the fund's performance since inception as well as performance in the current year.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity Southeast Asia Fund

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The Board noted that the investment performance of the fund was lower than its benchmark for the one- and three-year periods, although the five-year cumulative total return of the retail class compared favorably to its benchmark. The Board discussed with FMR actions that have been taken by FMR to improve the fund's below-benchmark performance. The Board also reviewed the fund's performance since inception as well as performance in the current year. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

The Board also considered that each of Pacific Basin Fund's and Southeast Asia Fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for each fund's shareholders and helps to more closely align the interests of FMR and each fund's shareholders.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to each fund will benefit each fund's shareholders, particularly in light of the Board's view that each fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered each fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the charts below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group". For Japan Fund, the Total Mapped Group is broader than the Lipper peer group used by the Board for performance comparisons because the Total Mapped Group combines several Lipper investment objective categories while the Lipper peer group does not. The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to a fund's performance adjustment (if applicable). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than a fund's. For example, a TMG % of 15% would mean that 85% of the funds in the Total Mapped Group had higher management fees than a fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which a fund's management fee ranked and the impact of a fund's performance adjustment (if applicable), is also included in the charts and considered by the Board.

Annual Report

Fidelity Canada Fund

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The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Fidelity China Region Fund

fid807

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity Emerging Markets Fund

fid809

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009.

Fidelity Europe Fund

fid811

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Annual Report

Fidelity Europe Capital Appreciation Fund

fid813

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Fidelity Japan Fund

fid815

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity Japan Smaller Companies Fund

fid817

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009.

Fidelity Latin America Fund

fid819

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009.

Annual Report

Fidelity Nordic Fund

fid821

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009.

Fidelity Pacific Basin Fund

fid823

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity Southeast Asia Fund

fid825

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Furthermore, the Board considered that, on July 14, 2010, it had approved a proposal, subject to shareholder approval, to, among other things, change the index used to calculate Southeast Asia Fund's performance adjustment. The Board also considered that, if shareholders approve the change at a special meeting scheduled to be held in November 2010, because the performance adjustment is based on a rolling 36-month measurement period, during a transition period the fund's performance is compared to a blended index return that reflects the performance of the former index for the portion of the measurement period prior to the effective date of the change and the performance of the current index for the remainder of the measurement period.

Based on its review, the Board concluded that each fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses (Canada Fund, China Region Fund, Emerging Markets Fund, Europe Fund, Japan Fund, and Southeast Asia Fund). In its review of the total expenses of each class of each fund, the Board considered the fund's management fee as well as other fund expenses, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of Canada Fund's, Europe Fund's, Japan Fund's, and Southeast Asia Fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of each fund compared to competitive fund median expenses. Each class of each fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, Institutional Class, and the retail class of Canada Fund ranked below its competitive median for 2009 and the total expenses of Class T ranked above its competitive median for 2009. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

The Board noted that the total expenses of each class of China Region Fund, Emerging Markets Fund, Europe Fund, Japan Fund, and Southeast Asia Fund ranked below its competitive median for 2009.

Total Expenses (Europe Capital Appreciation Fund, Japan Smaller Companies Fund, Latin America Fund, Nordic Fund, and Pacific Basin Fund). In its review of each fund's total expenses, the Board considered the fund's management fee as well as other fund expenses, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of Europe Capital Appreciation Fund's and Pacific Basin Fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each fund compared to competitive fund median expenses. Each fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

Annual Report

The Board noted that each fund's total expenses ranked below its competitive median for 2009.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of each fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing each fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for each fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the funds' business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of each fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including each fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which each fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that each fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that each fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

Fidelity Research & Analysis Company
FIL Investments (Japan) Limited
FIL Investment Advisors
FIL Investment Advisors
(UK) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional

Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodians

JPMorgan Chase Bank
New York, NY

Fidelity Emerging Markets Fund, Fidelity Japan Fund,
Fidelity Pacific Basin Fund

Brown Brothers Harriman & Co.
Boston, MA

Fidelity China Region Fund, Fidelity Latin America Fund,
Fidelity Nordic Fund

The Bank of New York Mellon
New York, NY

Fidelity Canada Fund, Fidelity Europe Fund

The Northern Trust Company
Chicago, IL

Fidelity Emerging Asia Fund,
Fidelity Europe Capital Appreciation Fund,
Fidelity Japan Smaller Companies Fund

Fidelity's International Equity Funds

Fidelity Canada Fund

Fidelity China Region Fund

Fidelity Diversified International Fund

Fidelity Emerging Asia Fund

Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund

Fidelity Emerging Markets Fund

Fidelity Europe Capital Appreciation Fund

Fidelity Europe Fund

Fidelity Global Balanced Fund

Fidelity Global Commodity Stock Fund

Fidelity International Capital Appreciation Fund

Fidelity International Discovery Fund

Fidelity International Growth Fund

Fidelity International Small Cap Fund

Fidelity International Small Cap Opportunities Fund

Fidelity International Value Fund

Fidelity Japan Fund

Fidelity Japan Smaller Companies Fund

Fidelity Latin America Fund

Fidelity Nordic Fund

Fidelity Overseas Fund

Fidelity Pacific Basin Fund

Fidelity Total International Equity Fund

Fidelity Worldwide Fund

Corporate Headquarters

82 Devonshire Street
Boston, MA 02109
www.fidelity.com

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

Exchanges/Redemptions
and Account Assistance 1-800-544-6666

Product Information 1-800-544-6666

Retirement Accounts 1-800-544-4774
(8 a.m. - 9 p.m.)

TDD Service 1-800-544-0118
for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)

Fidelity Automated Service
Telephone (FAST®) fid177
1-800-544-5555

fid177
Automated line for quickest service

fid180

TIF-UANNPRO-1210
1.784781.107

Fidelity AdvisorSM
Canada Fund -
Class A, Class T, Class B, and Class C

Annual Report

October 31, 2010

Class A, Class T, Class B, and Class C are
classes of Fidelity® Canada Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

Class A (incl. 5.75% sales charge)A

15.57%

7.49%

10.33%

Class T (incl. 3.50% sales charge) B

17.99%

7.79%

10.49%

Class B (incl. contingent deferred sales charge) C

16.64%

7.88%

10.69%

Class C (incl. contingent deferred sales charge) D

20.68%

8.19%

10.69%

A Class A shares bear a 0.25% 12b-1 fee. The initial offering of Class A shares took place on May 2, 2007. Returns prior to May 2, 2007 are those of Fidelity Canada Fund, the original class of the fund, which has no 12b-1 fee. Had Class A shares' 12b-1 fee been reflected, returns prior to May 2, 2007 would have been lower.

B Class T shares bear a 0.50% 12b-1 fee. The initial offering of Class T shares took place on May 2, 2007. Returns prior to May 2, 2007 are those of Fidelity Canada Fund, the original class of the fund, which has no 12b-1 fee. Had Class T shares' 12b-1 fee been reflected, returns prior to May 2, 2007 would have been lower.

C Class B shares bear a 1.00% 12b-1 fee. The initial offering of Class B shares took place on May 2, 2007. Returns prior to May 2, 2007 are those of Fidelity Canada Fund, the original class of the fund, which has no 12b-1 fee. Had Class B shares' 12b-1 fee been reflected, returns prior to May 2, 2007 would have been lower. Class B shares' contingent deferred sales charge included in the past one year, past five years, and past 10 years total return figures are 5%, 2%, and 0% respectively.

D Class C shares bear a 1.00% 12b-1 fee. The initial offering of Class C shares took place on May 2, 2007. Returns prior to May 2, 2007 are those of Fidelity Canada Fund, the original class of the fund, which has no 12b-1 fee. Had Class C shares' 12b-1 fee been reflected, returns prior to May 2, 2007 would have been lower. Class C shares' contingent deferred sales charge included in the past one year, past five years, and past 10 years total return figures are 1%, 0%, and 0%, respectively.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity AdvisorSM Canada Fund - Class A on October 31, 2000, and the current 5.75% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the S&P®/TSX Composite Index performed over the same period. The initial offering of Class A took place on May 2, 2007. See above for additional information regarding the performance of Class A.

fid842

Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Douglas Lober, Portfolio Manager of Fidelity AdvisorSM Canada Fund: For the 12 months ending October 31, 2010, the fund's Class A, Class T, Class B and Class C shares returned 22.62%, 22.27%, 21.64% and 21.68%, respectively (excluding sales charges), trailing the 26.45% gain of the S&P/TSX Composite Index. It was a solid period for Canadian equities, bolstered by a strengthening economy, surging global commodity prices and a strong Canadian dollar relative to the U.S. dollar. Versus the index, positioning in materials and technology hurt performance the most this period. Conversely, overweighting the top-performing health care sector, security selection in industrials and underweighting financials, especially insurance, supported results. The fund's biggest individual detractors were pairs of tech and materials stocks: enterprise software company Open Text, BlackBerry maker Research In Motion, base-metals producer Teck Resources and Barrick Gold. On the upside, underweighting Canadian life insurer Manulife Financial, which was sold from the fund, was the fund's largest contributor, followed by specialty pharmaceutical firm Biovail - which merged with Valeant Pharmaceuticals International - and crude oil and natural gas company Pacific Rubiales Energy.

Note to shareholders: Fidelity Advisor Canada Fund may invest up to 35% of its total assets in any industry that represents more than 20% of the Canadian market. As of October 31, 2010, the fund did not have more than 25% of its assets invested in any one industry.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity Canada Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to
October 31, 2010

Class A

1.24%

 

 

 

Actual

 

$ 1,000.00

$ 1,036.60

$ 6.37

HypotheticalA

 

$ 1,000.00

$ 1,018.95

$ 6.31

Class T

1.50%

 

 

 

Actual

 

$ 1,000.00

$ 1,035.10

$ 7.69

HypotheticalA

 

$ 1,000.00

$ 1,017.64

$ 7.63

Class B

2.00%

 

 

 

Actual

 

$ 1,000.00

$ 1,032.50

$ 10.25

HypotheticalA

 

$ 1,000.00

$ 1,015.12

$ 10.16

Class C

1.98%

 

 

 

Actual

 

$ 1,000.00

$ 1,032.60

$ 10.14

HypotheticalA

 

$ 1,000.00

$ 1,015.22

$ 10.06

Canada

.92%

 

 

 

Actual

 

$ 1,000.00

$ 1,038.00

$ 4.73

HypotheticalA

 

$ 1,000.00

$ 1,020.57

$ 4.69

Institutional Class

.94%

 

 

 

Actual

 

$ 1,000.00

$ 1,038.00

$ 4.83

HypotheticalA

 

$ 1,000.00

$ 1,020.47

$ 4.79

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Fidelity Canada Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

fid249

Canada

98.4%

 

fid267

United States of America

1.6%

 

fid846

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

fid249

Canada

98.2%

 

fid267

United States of America

1.8%

 

fid850

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

99.1

99.3

Short-Term Investments and Net Other Assets

0.9

0.7

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Magna International, Inc. Class A (sub. vtg.) (Auto Components)

5.1

1.3

Royal Bank of Canada (Commercial Banks)

5.1

6.1

Toronto-Dominion Bank (Commercial Banks)

4.5

5.3

Canadian National Railway Co. (Road & Rail)

4.2

5.3

Bank of Nova Scotia (Commercial Banks)

3.9

2.4

Valeant Pharmaceuticals International, Inc. (Pharmaceuticals)

3.7

0.0

Barrick Gold Corp. (Metals & Mining)

3.7

0.0

Talisman Energy, Inc. (Oil, Gas & Consumable Fuels)

3.6

2.5

Goldcorp, Inc. (Metals & Mining)

3.6

3.6

SXC Health Solutions Corp. (Health Care Technology)

3.5

1.7

 

40.9

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Materials

24.0

18.1

Financials

20.2

26.4

Energy

15.6

20.9

Consumer Discretionary

11.0

7.4

Industrials

9.3

8.8

Health Care

7.2

1.7

Information Technology

5.8

9.6

Telecommunication Services

4.5

3.7

Consumer Staples

1.5

1.9

Utilities

0.0

0.8

Annual Report

Fidelity Canada Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 99.1%

Shares

Value

CONSUMER DISCRETIONARY - 11.0%

Auto Components - 5.1%

Magna International, Inc. Class A (sub. vtg.)

2,425,200

$ 219,335,670

Hotels, Restaurants & Leisure - 1.0%

Tim Hortons, Inc.

1,110,300

41,738,310

Household Durables - 0.4%

Dorel Industries, Inc. Class B (sub. vtg.)

450,000

15,169,134

Media - 1.3%

Astral Media, Inc. Class A (non-vtg.)

400,000

16,040,788

Corus Entertainment, Inc. Class B (non-vtg.)

600,000

12,954,211

Groupe Aeroplan, Inc.

100,000

1,215,805

Quebecor, Inc. Class B (sub. vtg.)

750,000

27,054,123

 

57,264,927

Multiline Retail - 1.0%

Dollarama, Inc.

1,678,775

44,244,997

Textiles, Apparel & Luxury Goods - 2.2%

Gildan Activewear, Inc. (a)

3,269,100

94,204,186

TOTAL CONSUMER DISCRETIONARY

471,957,224

CONSUMER STAPLES - 1.5%

Food & Staples Retailing - 1.5%

Alimentation Couche-Tard, Inc. Class B (sub. vtg.)

1,290,200

30,638,929

Metro, Inc. Class A (sub. vtg.)

700,000

32,120,796

 

62,759,725

ENERGY - 15.6%

Oil, Gas & Consumable Fuels - 15.6%

Baytex Energy Trust

850,000

31,669,772

Cameco Corp.

400,000

12,373,762

Cenovus Energy, Inc.

2,000,000

55,652,515

Crescent Point Energy Corp.

783,400

31,031,827

Enbridge, Inc.

2,508,900

138,765,613

Gran Tierra Energy, Inc. (a)

1,300,000

9,687,224

Keyera Facilities Income Fund

958,402

29,741,566

Niko Resources Ltd.

145,000

13,833,219

Pacific Rubiales Energy Corp. (a)

1,200,000

38,250,809

Petrobank Energy & Resources Ltd. (a)

350,000

13,929,307

Suncor Energy, Inc.

4,307,600

138,025,657

Talisman Energy, Inc.

8,500,000

154,098,441

 

667,059,712

FINANCIALS - 20.2%

Commercial Banks - 17.4%

Bank of Nova Scotia

3,100,000

166,170,213

Canadian Imperial Bank of Commerce

1,344,600

103,135,658

National Bank of Canada

1,000,000

65,820,178

Royal Bank of Canada

4,040,000

215,448,181

Toronto-Dominion Bank

2,665,800

191,982,557

 

742,556,787

 

Shares

Value

Insurance - 0.8%

Intact Financial Corp.

741,100

$ 33,563,495

Real Estate Investment Trusts - 0.0%

RioCan (REIT)

100,000

2,260,025

Real Estate Management & Development - 2.0%

Brookfield Asset Management, Inc. Class A

1,750,000

51,956,074

Brookfield Properties Corp. (d)

1,900,000

32,824,787

 

84,780,861

TOTAL FINANCIALS

863,161,168

HEALTH CARE - 7.2%

Health Care Technology - 3.5%

SXC Health Solutions Corp. (a)(e)

3,803,234

148,489,830

Pharmaceuticals - 3.7%

Valeant Pharmaceuticals International, Inc.

5,688,351

157,393,142

TOTAL HEALTH CARE

305,882,972

INDUSTRIALS - 9.3%

Airlines - 0.8%

Air Canada Class A (a)(d)

9,475,000

35,116,678

Commercial Services & Supplies - 2.1%

IESI-BFC Ltd.

3,750,000

87,765,957

Construction & Engineering - 0.8%

SNC-Lavalin Group, Inc.

650,000

33,204,236

Road & Rail - 4.5%

Canadian National Railway Co.

2,750,000

178,120,404

Contrans Group, Inc. Class A

878,500

7,536,891

CSX Corp.

100,000

6,145,000

 

191,802,295

Trading Companies & Distributors - 1.1%

Finning International, Inc.

2,050,000

48,199,823

TOTAL INDUSTRIALS

396,088,989

INFORMATION TECHNOLOGY - 5.8%

Communications Equipment - 2.0%

Research In Motion Ltd. (a)

1,530,000

87,133,507

Internet Software & Services - 2.1%

Open Text Corp. (a)

1,993,740

88,202,323

IT Services - 0.9%

CGI Group, Inc. Class A (sub. vtg.) (a)

2,590,000

39,844,200

Software - 0.8%

MacDonald Dettwiler & Associates Ltd. (a)

650,000

32,382,096

TOTAL INFORMATION TECHNOLOGY

247,562,126

Common Stocks - continued

Shares

Value

MATERIALS - 24.0%

Chemicals - 5.2%

Agrium, Inc.

950,000

$ 84,036,670

Potash Corp. of Saskatchewan, Inc.

950,000

137,390,921

 

221,427,591

Metals & Mining - 18.5%

Barrick Gold Corp.

3,250,000

156,525,149

Consolidated Thompson Iron Mines Ltd. (a)

2,250,000

21,796,255

Detour Gold Corp. (a)

1,280,000

37,387,195

Eldorado Gold Corp.

5,470,000

92,623,689

European Goldfields Ltd. (a)

600,000

8,106,677

Goldcorp, Inc.

3,400,000

151,814,884

Grande Cache Coal Corp. (a)

2,500,000

17,158,545

IAMGOLD Corp.

2,000,000

36,493,774

Ivanhoe Mines Ltd. (a)

800,000

19,154,819

Kinross Gold Corp.

300,000

5,397,588

Osisko Mining Corp. (a)

1,665,700

23,093,439

Pan American Silver Corp.

800,000

25,536,002

Silver Wheaton Corp. (a)

1,875,900

53,928,216

Teck Resources Ltd. Class B (sub. vtg.)

2,400,000

107,304,638

Walter Energy, Inc.

200,000

17,592,000

Yamana Gold, Inc.

1,500,000

16,501,618

 

790,414,488

Paper & Forest Products - 0.3%

Sino-Forest Corp. (a)

600,000

11,859,986

TOTAL MATERIALS

1,023,702,065

TELECOMMUNICATION SERVICES - 4.5%

Diversified Telecommunication Services - 2.8%

BCE, Inc. (d)

2,300,000

77,147,760

TELUS Corp. (d)

1,000,000

44,318,070

 

121,465,830

 

Shares

Value

Wireless Telecommunication Services - 1.7%

Rogers Communications, Inc. Class B (non-vtg.)

2,000,000

$ 72,869,889

TOTAL TELECOMMUNICATION SERVICES

194,335,719

TOTAL COMMON STOCKS

(Cost $3,395,319,218)

4,232,509,700

Money Market Funds - 1.1%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)

16,109,355

16,109,355

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

31,292,644

31,292,644

TOTAL MONEY MARKET FUNDS

(Cost $47,401,999)

47,401,999

TOTAL INVESTMENT PORTFOLIO - 100.2%

(Cost $3,442,721,217)

4,279,911,699

NET OTHER ASSETS (LIABILITIES) - (0.2)%

(9,998,244)

NET ASSETS - 100%

$ 4,269,913,455

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Affiliated company

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 71,952

Fidelity Securities Lending Cash Central Fund

3,863,210

Total

$ 3,935,162

Other Affiliated Issuers

An affiliated company is a company in which the Fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate

Value,
beginning of period

Purchases

Sales
Proceeds

Dividend
Income

Value,
end of
period

Air Canada Class A

$ -

$ 16,193,836

$ -

$ -

$ -

Grande Cache Coal Corp.

-

40,052,532

26,878,041

-

-

SXC Health Solutions Corp.

16,519,740

103,932,396

-

-

148,489,830

Total

$ 16,519,740

$ 160,178,764

$ 26,878,041

$ -

$ 148,489,830

Other Information

All investments are categorized as Level 1 under the Fair Value Hierarchy. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $243,313,729 of which $92,395,948 and $150,917,781 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Canada Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $29,757,421) - See accompanying schedule:

Unaffiliated issuers (cost $3,276,154,840)

$ 4,084,019,870

 

Fidelity Central Funds (cost $47,401,999)

47,401,999

 

Other affiliated issuers (cost $119,164,378)

148,489,830

 

Total Investments (cost $3,442,721,217)

 

$ 4,279,911,699

Foreign currency held at value (cost $1,389,752)

1,389,866

Receivable for investments sold

57,939,322

Receivable for fund shares sold

4,954,632

Dividends receivable

4,499,672

Distributions receivable from Fidelity Central Funds

9,305

Other receivables

318,991

Total assets

4,349,023,487

 

 

 

Liabilities

Payable for investments purchased

$ 40,343,297

Payable for fund shares redeemed

4,151,509

Accrued management fee

2,176,024

Distribution and service plan fees payable

102,860

Other affiliated payables

915,239

Other payables and accrued expenses

128,459

Collateral on securities loaned, at value

31,292,644

Total liabilities

79,110,032

 

 

 

Net Assets

$ 4,269,913,455

Net Assets consist of:

 

Paid in capital

$ 3,663,079,350

Undistributed net investment income

26,745,120

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(257,197,673)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

837,286,658

Net Assets

$ 4,269,913,455

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($170,445,854 ÷ 3,167,830 shares)

$ 53.81

 

 

 

Maximum offering price per share (100/94.25 of $53.81)

$ 57.09

Class T:
Net Asset Value
and redemption price per share ($31,521,786 ÷ 587,692 shares)

$ 53.64

 

 

 

Maximum offering price per share (100/96.50 of $53.64)

$ 55.59

Class B:
Net Asset Value
and offering price per share ($13,463,848 ÷ 253,888 shares) A

$ 53.03

 

 

 

Class C:
Net Asset Value
and offering price per share ($54,052,232 ÷ 1,022,372 shares) A

$ 52.87

 

 

 

Canada:
Net Asset Value
, offering price and redemption price per share ($3,953,692,786 ÷ 73,023,771 shares)

$ 54.14

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($46,736,949 ÷ 865,188 shares)

$ 54.02

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Canada Fund
Financial Statements - continued

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 77,463,667

Interest

 

460

Income from Fidelity Central Funds (including $3,863,210 from security lending)

 

3,935,162

Income before foreign taxes withheld

 

81,399,289

Less foreign taxes withheld

 

(11,557,812)

Total income

 

69,841,477

 

 

 

Expenses

Management fee
Basic fee

$ 27,220,833

Performance adjustment

(2,434,973)

Transfer agent fees

9,229,104

Distribution and service plan fees

943,339

Accounting and security lending fees

1,532,504

Custodian fees and expenses

339,998

Independent trustees' compensation

21,432

Registration fees

169,539

Audit

70,900

Legal

18,293

Interest

1,574

Miscellaneous

50,594

Total expenses before reductions

37,163,137

Expense reductions

(1,984,527)

35,178,610

Net investment income (loss)

34,662,867

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

86,472,773

Other affiliated issuers

(2,411,623)

 

Investment not meeting investment restrictions

(275,664)

Foreign currency transactions

(295,766)

Payment from investment advisor for loss on investment not meeting investment restrictions

275,664

Capital gain distributions from Fidelity Central Funds

1,133

Total net realized gain (loss)

 

83,766,517

Change in net unrealized appreciation (depreciation) on:

Investment securities

640,635,315

Assets and liabilities in foreign currencies

411,031

Total change in net unrealized appreciation (depreciation)

 

641,046,346

Net gain (loss)

724,812,863

Net increase (decrease) in net assets resulting from operations

$ 759,475,730

Statement of Changes in Net Assets

 

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 34,662,867

$ 34,444,185

Net realized gain (loss)

83,766,517

(171,178,890)

Change in net unrealized appreciation (depreciation)

641,046,346

537,944,481

Net increase (decrease) in net assets resulting from operations

759,475,730

401,209,776

Distributions to shareholders from net investment income

(34,208,293)

(10,179,804)

Share transactions - net increase (decrease)

243,266,632

30,108,212

Redemption fees

759,127

779,120

Total increase (decrease) in net assets

969,293,196

421,917,304

 

 

 

Net Assets

Beginning of period

3,300,620,259

2,878,702,955

End of period (including undistributed net investment income of $26,745,120 and undistributed net investment income of $26,298,051, respectively)

$ 4,269,913,455

$ 3,300,620,259

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009

2008

2007 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 44.24

$ 38.20

$ 70.16

$ 54.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) E

  .31

.38

.39

.19

Net realized and unrealized gain (loss)

  9.64

5.72

(28.71)

15.96

Total from investment operations

  9.95

6.10

(28.32)

16.15

Distributions from net investment income

  (.39)

(.07)

(.41)

-

Distributions from net realized gain

  -

-

(3.27)

-

Total distributions

  (.39)

(.07)

(3.68)

-

Redemption fees added to paid in capital E

  .01

.01

.04

.01

Net asset value, end of period

$ 53.81

$ 44.24

$ 38.20

$ 70.16

Total Return B, C, D

  22.62%

16.08%

(42.23)%

29.93%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  1.24%

1.42%

1.34%

1.23% A

Expenses net of fee waivers, if any

  1.24%

1.42%

1.34%

1.23% A

Expenses net of all reductions

  1.18%

1.39%

1.31%

1.22% A

Net investment income (loss)

  .63%

.98%

.69%

.63% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 170,446

$ 83,015

$ 56,242

$ 20,912

Portfolio turnover rate G

  143%

123%

63%

42%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class T

Years ended October 31,

2010

2009

2008

2007 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 44.11

$ 38.10

$ 70.09

$ 54.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) E

  .18

.27

.23

.09

Net realized and unrealized gain (loss)

  9.60

5.73

(28.66)

15.99

Total from investment operations

  9.78

6.00

(28.43)

16.08

Distributions from net investment income

  (.26)

-

(.33)

-

Distributions from net realized gain

  -

-

(3.27)

-

Total distributions

  (.26)

-

(3.60)

-

Redemption fees added to paid in capital E

  .01

.01

.04

.01

Net asset value, end of period

$ 53.64

$ 44.11

$ 38.10

$ 70.09

Total Return B, C, D

  22.27%

15.77%

(42.40)%

29.80%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  1.51%

1.70%

1.63%

1.48% A

Expenses net of fee waivers, if any

  1.51%

1.70%

1.63%

1.48% A

Expenses net of all reductions

  1.46%

1.67%

1.60%

1.47% A

Net investment income (loss)

  .36%

.71%

.40%

.30% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 31,522

$ 17,727

$ 14,963

$ 14,522

Portfolio turnover rate G

  143%

123%

63%

42%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009

2008

2007 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 43.68

$ 37.91

$ 69.88

$ 54.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) E

  (.07)

.08

(.06)

(.06)

Net realized and unrealized gain (loss)

  9.50

5.68

(28.54)

15.93

Total from investment operations

  9.43

5.76

(28.60)

15.87

Distributions from net investment income

  (.09)

-

(.14)

-

Distributions from net realized gain

  -

-

(3.27)

-

Total distributions

  (.09)

-

(3.41)

-

Redemption fees added to paid in capital E

  .01

.01

.04

.01

Net asset value, end of period

$ 53.03

$ 43.68

$ 37.91

$ 69.88

Total Return B, C, D

  21.64%

15.22%

(42.68)%

29.41%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  2.01%

2.19%

2.13%

2.00% A

Expenses net of fee waivers, if any

  2.01%

2.19%

2.13%

2.00% A

Expenses net of all reductions

  1.96%

2.16%

2.10%

1.99% A

Net investment income (loss)

  (.14)%

.21%

(.10)%

(.21)% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 13,464

$ 7,283

$ 5,615

$ 4,078

Portfolio turnover rate G

  143%

123%

63%

42%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class C

Years ended October 31,

2010

2009

2008

2007 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 43.60

$ 37.84

$ 69.91

$ 54.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) E

  (.06)

.09

(.05)

(.04)

Net realized and unrealized gain (loss)

  9.48

5.66

(28.52)

15.94

Total from investment operations

  9.42

5.75

(28.57)

15.90

Distributions from net investment income

  (.16)

-

(.27)

-

Distributions from net realized gain

  -

-

(3.27)

-

Total distributions

  (.16)

-

(3.54)

-

Redemption fees added to paid in capital E

  .01

.01

.04

.01

Net asset value, end of period

$ 52.87

$ 43.60

$ 37.84

$ 69.91

Total Return B, C, D

  21.68%

15.22%

(42.69)%

29.46%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  1.99%

2.18%

2.13%

1.99% A

Expenses net of fee waivers, if any

  1.99%

2.18%

2.13%

1.99% A

Expenses net of all reductions

  1.94%

2.15%

2.10%

1.97% A

Net investment income (loss)

  (.12)%

.22%

(.10)%

(.15)% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 54,052

$ 24,848

$ 16,716

$ 8,752

Portfolio turnover rate G

  143%

123%

63%

42%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Canada

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 44.46

$ 38.37

$ 70.25

$ 49.48

$ 39.14

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .46

.48

.58

.52

.34

Net realized and unrealized gain (loss)

  9.68

5.74

(28.83)

21.62

10.15

Total from investment operations

  10.14

6.22

(28.25)

22.14

10.49

Distributions from net investment income

  (.47)

(.14)

(.40)

(.36)

(.16)

Distributions from net realized gain

  -

-

(3.27)

(1.03)

(.01)

Total distributions

  (.47)

(.14)

(3.67)

(1.39)

(.17)

Redemption fees added to paid in capital B

  .01

.01

.04

.02

.02

Net asset value, end of period

$ 54.14

$ 44.46

$ 38.37

$ 70.25

$ 49.48

Total Return A

  22.97%

16.40%

(42.06)%

46.03%

26.93%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  .94%

1.17%

1.03%

.96%

1.00%

Expenses net of fee waivers, if any

  .94%

1.17%

1.03%

.96%

1.00%

Expenses net of all reductions

  .89%

1.13%

1.00%

.94%

.97%

Net investment income (loss)

  .93%

1.24%

1.00%

.94%

.74%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 3,953,693

$ 3,149,791

$ 2,776,298

$ 4,890,617

$ 3,136,927

Portfolio turnover rate D

  143%

123%

63%

42%

50%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009

2008

2007 G

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 44.39

$ 38.31

$ 70.25

$ 54.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) D

  .46

.49

.52

.25

Net realized and unrealized gain (loss)

  9.65

5.72

(28.78)

15.99

Total from investment operations

  10.11

6.21

(28.26)

16.24

Distributions from net investment income

  (.49)

(.14)

(.45)

-

Distributions from net realized gain

  -

-

(3.27)

-

Total distributions

  (.49)

(.14)

(3.72)

-

Redemption fees added to paid in capital D

  .01

.01

.04

.01

Net asset value, end of period

$ 54.02

$ 44.39

$ 38.31

$ 70.25

Total Return B, C

  22.94%

16.40%

(42.11)%

30.09%

Ratios to Average Net Assets E, H

 

 

 

 

Expenses before reductions

  .95%

1.17%

1.11%

1.01% A

Expenses net of fee waivers, if any

  .95%

1.17%

1.11%

1.01% A

Expenses net of all reductions

  .90%

1.14%

1.08%

.99% A

Net investment income (loss)

  .92%

1.23%

.92%

.83% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 46,737

$ 17,956

$ 8,870

$ 4,064

Portfolio turnover rate F

  143%

123%

63%

42%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Canada Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Canada and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010 is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to short-term gain distributions from Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 808,571,125

Gross unrealized depreciation

(20,169,137)

Net unrealized appreciation (depreciation)

$ 788,401,988

 

 

Tax Cost

$ 3,491,509,711

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 61,650,009

Capital loss carryforward

$ (243,313,729)

Net unrealized appreciation (depreciation)

$ 788,498,050

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 34,208,293

$ 10,179,804

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $5,636,566,398 and $5,347,008,329, respectively.

The Fund realized a loss on the sale of an investment not meeting the investment restrictions of the Fund. The loss was fully reimbursed by the Fund's investment advisor.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of Canada, as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .64% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to FDC

Retained
by FDC

Class A

-%

.25%

$ 312,428

$ 11,816

Class T

.25%

.25%

123,743

-

Class B

.75%

.25%

105,189

78,891

Class C

.75%

.25%

401,979

204,393

 

 

 

$ 943,339

$ 295,100

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 169,728

Class T

20,643

Class B*

19,800

Class C*

8,543

 

$ 218,714

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 357,370

.28

Class T

77,021

.31

Class B

32,593

.31

Class C

116,977

.29

Canada

8,568,457

.24

Institutional Class

76,686

.25

 

$ 9,229,104

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $650 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 7,003,722

.45%

$ 1,574

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $14,854 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned

Annual Report

Notes to Financial Statements - continued

7. Security Lending - continued

securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. During the period, there were no securities loaned to FCM.

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $1,984,527 for the period.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Class A

$ 756,039

$ 107,700

Class T

106,904

-

Class B

15,600

-

Class C

97,752

-

Canada

33,027,962

10,039,164

Institutional Class

204,036

32,940

Total

$ 34,208,293

$ 10,179,804

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Class A

 

 

 

 

Shares sold

2,050,255

894,135

$ 102,518,373

$ 37,345,647

Reinvestment of distributions

14,622

3,241

696,013

102,525

Shares redeemed

(773,357)

(493,476)

(38,292,678)

(17,901,706)

Net increase (decrease)

1,291,520

403,900

$ 64,921,708

$ 19,546,466

Class T

 

 

 

 

Shares sold

296,633

153,535

$ 14,818,898

$ 6,072,136

Reinvestment of distributions

2,182

-

103,790

-

Shares redeemed

(113,003)

(144,414)

(5,600,141)

(5,034,459)

Net increase (decrease)

185,812

9,121

$ 9,322,547

$ 1,037,677

Class B

 

 

 

 

Shares sold

134,473

68,778

$ 6,579,801

$ 2,732,178

Reinvestment of distributions

263

-

12,424

-

Shares redeemed

(47,606)

(50,130)

(2,342,627)

(1,849,231)

Net increase (decrease)

87,130

18,648

$ 4,249,598

$ 882,947

Class C

 

 

 

 

Shares sold

647,123

311,799

$ 31,812,568

$ 13,003,041

Reinvestment of distributions

1,580

-

74,410

-

Shares redeemed

(196,235)

(183,651)

(9,599,233)

(6,643,635)

Net increase (decrease)

452,468

128,148

$ 22,287,745

$ 6,359,406

Canada

 

 

 

 

Shares sold

20,151,337

19,139,057

$ 1,010,632,290

$ 774,158,834

Reinvestment of distributions

659,119

306,492

31,486,105

9,628,844

Shares redeemed

(18,629,713)

(20,957,211)

(923,131,901)

(789,350,714)

Net increase (decrease)

2,180,743

(1,511,662)

$ 118,986,494

$ (5,563,036)

Annual Report

10. Share Transactions - continued

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Institutional Class

 

 

 

 

Shares sold

717,543

280,690

$ 36,118,321

$ 11,718,786

Reinvestment of distributions

2,830

737

134,893

23,131

Shares redeemed

(259,715)

(108,451)

(12,754,674)

(3,897,165)

Net increase (decrease)

460,658

172,976

$ 23,498,540

$ 7,844,752

11. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity Canada Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Canada Fund (a fund of Fidelity Investment Trust) at October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Canada Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 17, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

Trustees and Officers - continued

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-
present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present).
Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Annual Report

Trustees and Officers - continued

Advisory Board Members and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-
present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (43)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Canada Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Class A

12/06/10

12/03/10

$0.338

$0.441

Class T

12/06/10

12/03/10

$0.198

$0.441

Class B

12/06/10

12/03/10

$0.000

$0.407

Class C

12/06/10

12/03/10

$0.023

$0.441

Class A, Class T, Class B, and Class C designates 100% of the, dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Class A

12/07/2009

$0.475

$0.0866

Class T

12/07/2009

$0.348

$0.0866

Class B

12/07/2009

$0.178

$0.0866

Class C

12/07/2009

$0.249

$0.0866

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Canada Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured over multiple periods against a broad-based securities market index. The Board noted that FMR does not believe that a meaningful peer group exists against which to compare the fund's performance. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, as available, the cumulative total returns of the retail class and Class B of the fund and the cumulative total returns of a broad-based securities market index ("benchmark"). The returns of the retail class and Class B show the performance of the highest performing class (based on five-year performance) and the lowest performing class (based on one-year performance), respectively.

Fidelity Canada Fund

fid852

The Board noted that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board discussed with FMR actions that have been taken by FMR to improve the fund's below-benchmark performance. The Board also reviewed the fund's performance since inception as well as performance in the current year. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 15% means that 85% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Fidelity Canada Fund

fid854

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, Institutional Class, and the retail class of the fund ranked below its competitive median for 2009 and the total expenses of Class T ranked above its competitive median for 2009. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Annual Report

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Ltd.
Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

The Bank of New York Mellon
New York, New York

ACAN-UANN-1210
1.843164.103

fid233

Fidelity AdvisorSM
Canada Fund -
Institutional Class

Annual Report

October 31, 2010

Institutional Class is a class of
Fidelity® Canada Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

Institutional ClassA

22.94%

8.96%

11.09%

A The initial offering of Institutional Class shares took place on May 2, 2007. Returns prior to May 2, 2007 are those of Fidelity Canada Fund, the original class of the fund.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity AdvisorSM Canada Fund - Institutional Class on October 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the S&P®/TSX Composite Index performed over the same period. The inital offering of Institutional Class took place on May 2, 2007. See above for additional information regarding the performance of Institutional Class.

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Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Douglas Lober, Portfolio Manager of Fidelity AdvisorSM Canada Fund: For the 12 months ending October 31, 2010, the fund's Institutional Class shares returned 22.94%, trailing the 26.45% gain of the S&P/TSX Composite Index. It was a solid period for Canadian equities, bolstered by a strengthening economy, surging global commodity prices and a strong Canadian dollar relative to the U.S. dollar. Versus the index, positioning in materials and technology hurt performance the most this period. Conversely, overweighting the top-performing health care sector, security selection in industrials and underweighting financials, especially insurance, bolstered results. The fund's biggest individual detractors were pairs of tech and materials stocks: enterprise software company Open Text, BlackBerry maker Research In Motion, base-metals producer Teck Resources and Barrick Gold. On the upside, underweighting Canadian life insurer Manulife Financial, which was sold from the fund, was the fund's largest contributor, followed by specialty pharmaceutical firm Biovail - which merged with Valeant Pharmaceuticals International - and crude oil and natural gas company Pacific Rubiales Energy.

Note to shareholders: Fidelity Advisor Canada Fund may invest up to 35% of its total assets in any industry that represents more than 20% of the Canadian market. As of October 31, 2010, the fund did not have more than 25% of its assets invested in any one industry.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity Canada Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to
October 31, 2010

Class A

1.24%

 

 

 

Actual

 

$ 1,000.00

$ 1,036.60

$ 6.37

HypotheticalA

 

$ 1,000.00

$ 1,018.95

$ 6.31

Class T

1.50%

 

 

 

Actual

 

$ 1,000.00

$ 1,035.10

$ 7.69

HypotheticalA

 

$ 1,000.00

$ 1,017.64

$ 7.63

Class B

2.00%

 

 

 

Actual

 

$ 1,000.00

$ 1,032.50

$ 10.25

HypotheticalA

 

$ 1,000.00

$ 1,015.12

$ 10.16

Class C

1.98%

 

 

 

Actual

 

$ 1,000.00

$ 1,032.60

$ 10.14

HypotheticalA

 

$ 1,000.00

$ 1,015.22

$ 10.06

Canada

.92%

 

 

 

Actual

 

$ 1,000.00

$ 1,038.00

$ 4.73

HypotheticalA

 

$ 1,000.00

$ 1,020.57

$ 4.69

Institutional Class

.94%

 

 

 

Actual

 

$ 1,000.00

$ 1,038.00

$ 4.83

HypotheticalA

 

$ 1,000.00

$ 1,020.47

$ 4.79

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Fidelity Canada Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

fid249

Canada

98.4%

 

fid267

United States of America

1.6%

 

fid873

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

fid249

Canada

98.2%

 

fid267

United States of America

1.8%

 

fid877

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

99.1

99.3

Short-Term Investments and Net Other Assets

0.9

0.7

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Magna International, Inc. Class A (sub. vtg.) (Auto Components)

5.1

1.3

Royal Bank of Canada (Commercial Banks)

5.1

6.1

Toronto-Dominion Bank (Commercial Banks)

4.5

5.3

Canadian National Railway Co. (Road & Rail)

4.2

5.3

Bank of Nova Scotia (Commercial Banks)

3.9

2.4

Valeant Pharmaceuticals International, Inc. (Pharmaceuticals)

3.7

0.0

Barrick Gold Corp. (Metals & Mining)

3.7

0.0

Talisman Energy, Inc. (Oil, Gas & Consumable Fuels)

3.6

2.5

Goldcorp, Inc. (Metals & Mining)

3.6

3.6

SXC Health Solutions Corp. (Health Care Technology)

3.5

1.7

 

40.9

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Materials

24.0

18.1

Financials

20.2

26.4

Energy

15.6

20.9

Consumer Discretionary

11.0

7.4

Industrials

9.3

8.8

Health Care

7.2

1.7

Information Technology

5.8

9.6

Telecommunication Services

4.5

3.7

Consumer Staples

1.5

1.9

Utilities

0.0

0.8

Annual Report

Fidelity Canada Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 99.1%

Shares

Value

CONSUMER DISCRETIONARY - 11.0%

Auto Components - 5.1%

Magna International, Inc. Class A (sub. vtg.)

2,425,200

$ 219,335,670

Hotels, Restaurants & Leisure - 1.0%

Tim Hortons, Inc.

1,110,300

41,738,310

Household Durables - 0.4%

Dorel Industries, Inc. Class B (sub. vtg.)

450,000

15,169,134

Media - 1.3%

Astral Media, Inc. Class A (non-vtg.)

400,000

16,040,788

Corus Entertainment, Inc. Class B (non-vtg.)

600,000

12,954,211

Groupe Aeroplan, Inc.

100,000

1,215,805

Quebecor, Inc. Class B (sub. vtg.)

750,000

27,054,123

 

57,264,927

Multiline Retail - 1.0%

Dollarama, Inc.

1,678,775

44,244,997

Textiles, Apparel & Luxury Goods - 2.2%

Gildan Activewear, Inc. (a)

3,269,100

94,204,186

TOTAL CONSUMER DISCRETIONARY

471,957,224

CONSUMER STAPLES - 1.5%

Food & Staples Retailing - 1.5%

Alimentation Couche-Tard, Inc. Class B (sub. vtg.)

1,290,200

30,638,929

Metro, Inc. Class A (sub. vtg.)

700,000

32,120,796

 

62,759,725

ENERGY - 15.6%

Oil, Gas & Consumable Fuels - 15.6%

Baytex Energy Trust

850,000

31,669,772

Cameco Corp.

400,000

12,373,762

Cenovus Energy, Inc.

2,000,000

55,652,515

Crescent Point Energy Corp.

783,400

31,031,827

Enbridge, Inc.

2,508,900

138,765,613

Gran Tierra Energy, Inc. (a)

1,300,000

9,687,224

Keyera Facilities Income Fund

958,402

29,741,566

Niko Resources Ltd.

145,000

13,833,219

Pacific Rubiales Energy Corp. (a)

1,200,000

38,250,809

Petrobank Energy & Resources Ltd. (a)

350,000

13,929,307

Suncor Energy, Inc.

4,307,600

138,025,657

Talisman Energy, Inc.

8,500,000

154,098,441

 

667,059,712

FINANCIALS - 20.2%

Commercial Banks - 17.4%

Bank of Nova Scotia

3,100,000

166,170,213

Canadian Imperial Bank of Commerce

1,344,600

103,135,658

National Bank of Canada

1,000,000

65,820,178

Royal Bank of Canada

4,040,000

215,448,181

Toronto-Dominion Bank

2,665,800

191,982,557

 

742,556,787

 

Shares

Value

Insurance - 0.8%

Intact Financial Corp.

741,100

$ 33,563,495

Real Estate Investment Trusts - 0.0%

RioCan (REIT)

100,000

2,260,025

Real Estate Management & Development - 2.0%

Brookfield Asset Management, Inc. Class A

1,750,000

51,956,074

Brookfield Properties Corp. (d)

1,900,000

32,824,787

 

84,780,861

TOTAL FINANCIALS

863,161,168

HEALTH CARE - 7.2%

Health Care Technology - 3.5%

SXC Health Solutions Corp. (a)(e)

3,803,234

148,489,830

Pharmaceuticals - 3.7%

Valeant Pharmaceuticals International, Inc.

5,688,351

157,393,142

TOTAL HEALTH CARE

305,882,972

INDUSTRIALS - 9.3%

Airlines - 0.8%

Air Canada Class A (a)(d)

9,475,000

35,116,678

Commercial Services & Supplies - 2.1%

IESI-BFC Ltd.

3,750,000

87,765,957

Construction & Engineering - 0.8%

SNC-Lavalin Group, Inc.

650,000

33,204,236

Road & Rail - 4.5%

Canadian National Railway Co.

2,750,000

178,120,404

Contrans Group, Inc. Class A

878,500

7,536,891

CSX Corp.

100,000

6,145,000

 

191,802,295

Trading Companies & Distributors - 1.1%

Finning International, Inc.

2,050,000

48,199,823

TOTAL INDUSTRIALS

396,088,989

INFORMATION TECHNOLOGY - 5.8%

Communications Equipment - 2.0%

Research In Motion Ltd. (a)

1,530,000

87,133,507

Internet Software & Services - 2.1%

Open Text Corp. (a)

1,993,740

88,202,323

IT Services - 0.9%

CGI Group, Inc. Class A (sub. vtg.) (a)

2,590,000

39,844,200

Software - 0.8%

MacDonald Dettwiler & Associates Ltd. (a)

650,000

32,382,096

TOTAL INFORMATION TECHNOLOGY

247,562,126

Common Stocks - continued

Shares

Value

MATERIALS - 24.0%

Chemicals - 5.2%

Agrium, Inc.

950,000

$ 84,036,670

Potash Corp. of Saskatchewan, Inc.

950,000

137,390,921

 

221,427,591

Metals & Mining - 18.5%

Barrick Gold Corp.

3,250,000

156,525,149

Consolidated Thompson Iron Mines Ltd. (a)

2,250,000

21,796,255

Detour Gold Corp. (a)

1,280,000

37,387,195

Eldorado Gold Corp.

5,470,000

92,623,689

European Goldfields Ltd. (a)

600,000

8,106,677

Goldcorp, Inc.

3,400,000

151,814,884

Grande Cache Coal Corp. (a)

2,500,000

17,158,545

IAMGOLD Corp.

2,000,000

36,493,774

Ivanhoe Mines Ltd. (a)

800,000

19,154,819

Kinross Gold Corp.

300,000

5,397,588

Osisko Mining Corp. (a)

1,665,700

23,093,439

Pan American Silver Corp.

800,000

25,536,002

Silver Wheaton Corp. (a)

1,875,900

53,928,216

Teck Resources Ltd. Class B (sub. vtg.)

2,400,000

107,304,638

Walter Energy, Inc.

200,000

17,592,000

Yamana Gold, Inc.

1,500,000

16,501,618

 

790,414,488

Paper & Forest Products - 0.3%

Sino-Forest Corp. (a)

600,000

11,859,986

TOTAL MATERIALS

1,023,702,065

TELECOMMUNICATION SERVICES - 4.5%

Diversified Telecommunication Services - 2.8%

BCE, Inc. (d)

2,300,000

77,147,760

TELUS Corp. (d)

1,000,000

44,318,070

 

121,465,830

 

Shares

Value

Wireless Telecommunication Services - 1.7%

Rogers Communications, Inc. Class B (non-vtg.)

2,000,000

$ 72,869,889

TOTAL TELECOMMUNICATION SERVICES

194,335,719

TOTAL COMMON STOCKS

(Cost $3,395,319,218)

4,232,509,700

Money Market Funds - 1.1%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)

16,109,355

16,109,355

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

31,292,644

31,292,644

TOTAL MONEY MARKET FUNDS

(Cost $47,401,999)

47,401,999

TOTAL INVESTMENT PORTFOLIO - 100.2%

(Cost $3,442,721,217)

4,279,911,699

NET OTHER ASSETS (LIABILITIES) - (0.2)%

(9,998,244)

NET ASSETS - 100%

$ 4,269,913,455

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Affiliated company

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 71,952

Fidelity Securities Lending Cash Central Fund

3,863,210

Total

$ 3,935,162

Other Affiliated Issuers

An affiliated company is a company in which the Fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate

Value,
beginning of period

Purchases

Sales
Proceeds

Dividend
Income

Value,
end of
period

Air Canada Class A

$ -

$ 16,193,836

$ -

$ -

$ -

Grande Cache Coal Corp.

-

40,052,532

26,878,041

-

-

SXC Health Solutions Corp.

16,519,740

103,932,396

-

-

148,489,830

Total

$ 16,519,740

$ 160,178,764

$ 26,878,041

$ -

$ 148,489,830

Other Information

All investments are categorized as Level 1 under the Fair Value Hierarchy. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $243,313,729 of which $92,395,948 and $150,917,781 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Canada Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $29,757,421) - See accompanying schedule:

Unaffiliated issuers (cost $3,276,154,840)

$ 4,084,019,870

 

Fidelity Central Funds (cost $47,401,999)

47,401,999

 

Other affiliated issuers (cost $119,164,378)

148,489,830

 

Total Investments (cost $3,442,721,217)

 

$ 4,279,911,699

Foreign currency held at value (cost $1,389,752)

1,389,866

Receivable for investments sold

57,939,322

Receivable for fund shares sold

4,954,632

Dividends receivable

4,499,672

Distributions receivable from Fidelity Central Funds

9,305

Other receivables

318,991

Total assets

4,349,023,487

 

 

 

Liabilities

Payable for investments purchased

$ 40,343,297

Payable for fund shares redeemed

4,151,509

Accrued management fee

2,176,024

Distribution and service plan fees payable

102,860

Other affiliated payables

915,239

Other payables and accrued expenses

128,459

Collateral on securities loaned, at value

31,292,644

Total liabilities

79,110,032

 

 

 

Net Assets

$ 4,269,913,455

Net Assets consist of:

 

Paid in capital

$ 3,663,079,350

Undistributed net investment income

26,745,120

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(257,197,673)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

837,286,658

Net Assets

$ 4,269,913,455

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($170,445,854 ÷ 3,167,830 shares)

$ 53.81

 

 

 

Maximum offering price per share (100/94.25 of $53.81)

$ 57.09

Class T:
Net Asset Value
and redemption price per share ($31,521,786 ÷ 587,692 shares)

$ 53.64

 

 

 

Maximum offering price per share (100/96.50 of $53.64)

$ 55.59

Class B:
Net Asset Value
and offering price per share ($13,463,848 ÷ 253,888 shares) A

$ 53.03

 

 

 

Class C:
Net Asset Value
and offering price per share ($54,052,232 ÷ 1,022,372 shares) A

$ 52.87

 

 

 

Canada:
Net Asset Value
, offering price and redemption price per share ($3,953,692,786 ÷ 73,023,771 shares)

$ 54.14

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($46,736,949 ÷ 865,188 shares)

$ 54.02

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Canada Fund
Financial Statements - continued

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 77,463,667

Interest

 

460

Income from Fidelity Central Funds (including $3,863,210 from security lending)

 

3,935,162

Income before foreign taxes withheld

 

81,399,289

Less foreign taxes withheld

 

(11,557,812)

Total income

 

69,841,477

 

 

 

Expenses

Management fee
Basic fee

$ 27,220,833

Performance adjustment

(2,434,973)

Transfer agent fees

9,229,104

Distribution and service plan fees

943,339

Accounting and security lending fees

1,532,504

Custodian fees and expenses

339,998

Independent trustees' compensation

21,432

Registration fees

169,539

Audit

70,900

Legal

18,293

Interest

1,574

Miscellaneous

50,594

Total expenses before reductions

37,163,137

Expense reductions

(1,984,527)

35,178,610

Net investment income (loss)

34,662,867

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

86,472,773

Other affiliated issuers

(2,411,623)

 

Investment not meeting investment restrictions

(275,664)

Foreign currency transactions

(295,766)

Payment from investment advisor for loss on investment not meeting investment restrictions

275,664

Capital gain distributions from Fidelity Central Funds

1,133

Total net realized gain (loss)

 

83,766,517

Change in net unrealized appreciation (depreciation) on:

Investment securities

640,635,315

Assets and liabilities in foreign currencies

411,031

Total change in net unrealized appreciation (depreciation)

 

641,046,346

Net gain (loss)

724,812,863

Net increase (decrease) in net assets resulting from operations

$ 759,475,730

Statement of Changes in Net Assets

 

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 34,662,867

$ 34,444,185

Net realized gain (loss)

83,766,517

(171,178,890)

Change in net unrealized appreciation (depreciation)

641,046,346

537,944,481

Net increase (decrease) in net assets resulting from operations

759,475,730

401,209,776

Distributions to shareholders from net investment income

(34,208,293)

(10,179,804)

Share transactions - net increase (decrease)

243,266,632

30,108,212

Redemption fees

759,127

779,120

Total increase (decrease) in net assets

969,293,196

421,917,304

 

 

 

Net Assets

Beginning of period

3,300,620,259

2,878,702,955

End of period (including undistributed net investment income of $26,745,120 and undistributed net investment income of $26,298,051, respectively)

$ 4,269,913,455

$ 3,300,620,259

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009

2008

2007 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 44.24

$ 38.20

$ 70.16

$ 54.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) E

  .31

.38

.39

.19

Net realized and unrealized gain (loss)

  9.64

5.72

(28.71)

15.96

Total from investment operations

  9.95

6.10

(28.32)

16.15

Distributions from net investment income

  (.39)

(.07)

(.41)

-

Distributions from net realized gain

  -

-

(3.27)

-

Total distributions

  (.39)

(.07)

(3.68)

-

Redemption fees added to paid in capital E

  .01

.01

.04

.01

Net asset value, end of period

$ 53.81

$ 44.24

$ 38.20

$ 70.16

Total Return B, C, D

  22.62%

16.08%

(42.23)%

29.93%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  1.24%

1.42%

1.34%

1.23% A

Expenses net of fee waivers, if any

  1.24%

1.42%

1.34%

1.23% A

Expenses net of all reductions

  1.18%

1.39%

1.31%

1.22% A

Net investment income (loss)

  .63%

.98%

.69%

.63% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 170,446

$ 83,015

$ 56,242

$ 20,912

Portfolio turnover rate G

  143%

123%

63%

42%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class T

Years ended October 31,

2010

2009

2008

2007 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 44.11

$ 38.10

$ 70.09

$ 54.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) E

  .18

.27

.23

.09

Net realized and unrealized gain (loss)

  9.60

5.73

(28.66)

15.99

Total from investment operations

  9.78

6.00

(28.43)

16.08

Distributions from net investment income

  (.26)

-

(.33)

-

Distributions from net realized gain

  -

-

(3.27)

-

Total distributions

  (.26)

-

(3.60)

-

Redemption fees added to paid in capital E

  .01

.01

.04

.01

Net asset value, end of period

$ 53.64

$ 44.11

$ 38.10

$ 70.09

Total Return B, C, D

  22.27%

15.77%

(42.40)%

29.80%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  1.51%

1.70%

1.63%

1.48% A

Expenses net of fee waivers, if any

  1.51%

1.70%

1.63%

1.48% A

Expenses net of all reductions

  1.46%

1.67%

1.60%

1.47% A

Net investment income (loss)

  .36%

.71%

.40%

.30% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 31,522

$ 17,727

$ 14,963

$ 14,522

Portfolio turnover rate G

  143%

123%

63%

42%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009

2008

2007 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 43.68

$ 37.91

$ 69.88

$ 54.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) E

  (.07)

.08

(.06)

(.06)

Net realized and unrealized gain (loss)

  9.50

5.68

(28.54)

15.93

Total from investment operations

  9.43

5.76

(28.60)

15.87

Distributions from net investment income

  (.09)

-

(.14)

-

Distributions from net realized gain

  -

-

(3.27)

-

Total distributions

  (.09)

-

(3.41)

-

Redemption fees added to paid in capital E

  .01

.01

.04

.01

Net asset value, end of period

$ 53.03

$ 43.68

$ 37.91

$ 69.88

Total Return B, C, D

  21.64%

15.22%

(42.68)%

29.41%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  2.01%

2.19%

2.13%

2.00% A

Expenses net of fee waivers, if any

  2.01%

2.19%

2.13%

2.00% A

Expenses net of all reductions

  1.96%

2.16%

2.10%

1.99% A

Net investment income (loss)

  (.14)%

.21%

(.10)%

(.21)% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 13,464

$ 7,283

$ 5,615

$ 4,078

Portfolio turnover rate G

  143%

123%

63%

42%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class C

Years ended October 31,

2010

2009

2008

2007 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 43.60

$ 37.84

$ 69.91

$ 54.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) E

  (.06)

.09

(.05)

(.04)

Net realized and unrealized gain (loss)

  9.48

5.66

(28.52)

15.94

Total from investment operations

  9.42

5.75

(28.57)

15.90

Distributions from net investment income

  (.16)

-

(.27)

-

Distributions from net realized gain

  -

-

(3.27)

-

Total distributions

  (.16)

-

(3.54)

-

Redemption fees added to paid in capital E

  .01

.01

.04

.01

Net asset value, end of period

$ 52.87

$ 43.60

$ 37.84

$ 69.91

Total Return B, C, D

  21.68%

15.22%

(42.69)%

29.46%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  1.99%

2.18%

2.13%

1.99% A

Expenses net of fee waivers, if any

  1.99%

2.18%

2.13%

1.99% A

Expenses net of all reductions

  1.94%

2.15%

2.10%

1.97% A

Net investment income (loss)

  (.12)%

.22%

(.10)%

(.15)% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 54,052

$ 24,848

$ 16,716

$ 8,752

Portfolio turnover rate G

  143%

123%

63%

42%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Canada

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 44.46

$ 38.37

$ 70.25

$ 49.48

$ 39.14

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .46

.48

.58

.52

.34

Net realized and unrealized gain (loss)

  9.68

5.74

(28.83)

21.62

10.15

Total from investment operations

  10.14

6.22

(28.25)

22.14

10.49

Distributions from net investment income

  (.47)

(.14)

(.40)

(.36)

(.16)

Distributions from net realized gain

  -

-

(3.27)

(1.03)

(.01)

Total distributions

  (.47)

(.14)

(3.67)

(1.39)

(.17)

Redemption fees added to paid in capital B

  .01

.01

.04

.02

.02

Net asset value, end of period

$ 54.14

$ 44.46

$ 38.37

$ 70.25

$ 49.48

Total Return A

  22.97%

16.40%

(42.06)%

46.03%

26.93%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  .94%

1.17%

1.03%

.96%

1.00%

Expenses net of fee waivers, if any

  .94%

1.17%

1.03%

.96%

1.00%

Expenses net of all reductions

  .89%

1.13%

1.00%

.94%

.97%

Net investment income (loss)

  .93%

1.24%

1.00%

.94%

.74%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 3,953,693

$ 3,149,791

$ 2,776,298

$ 4,890,617

$ 3,136,927

Portfolio turnover rate D

  143%

123%

63%

42%

50%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009

2008

2007 G

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 44.39

$ 38.31

$ 70.25

$ 54.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) D

  .46

.49

.52

.25

Net realized and unrealized gain (loss)

  9.65

5.72

(28.78)

15.99

Total from investment operations

  10.11

6.21

(28.26)

16.24

Distributions from net investment income

  (.49)

(.14)

(.45)

-

Distributions from net realized gain

  -

-

(3.27)

-

Total distributions

  (.49)

(.14)

(3.72)

-

Redemption fees added to paid in capital D

  .01

.01

.04

.01

Net asset value, end of period

$ 54.02

$ 44.39

$ 38.31

$ 70.25

Total Return B, C

  22.94%

16.40%

(42.11)%

30.09%

Ratios to Average Net Assets E, H

 

 

 

 

Expenses before reductions

  .95%

1.17%

1.11%

1.01% A

Expenses net of fee waivers, if any

  .95%

1.17%

1.11%

1.01% A

Expenses net of all reductions

  .90%

1.14%

1.08%

.99% A

Net investment income (loss)

  .92%

1.23%

.92%

.83% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 46,737

$ 17,956

$ 8,870

$ 4,064

Portfolio turnover rate F

  143%

123%

63%

42%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Canada Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Canada and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010 is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to short-term gain distributions from Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 808,571,125

Gross unrealized depreciation

(20,169,137)

Net unrealized appreciation (depreciation)

$ 788,401,988

 

 

Tax Cost

$ 3,491,509,711

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 61,650,009

Capital loss carryforward

$ (243,313,729)

Net unrealized appreciation (depreciation)

$ 788,498,050

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 34,208,293

$ 10,179,804

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $5,636,566,398 and $5,347,008,329, respectively.

The Fund realized a loss on the sale of an investment not meeting the investment restrictions of the Fund. The loss was fully reimbursed by the Fund's investment advisor.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of Canada, as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .64% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to FDC

Retained
by FDC

Class A

-%

.25%

$ 312,428

$ 11,816

Class T

.25%

.25%

123,743

-

Class B

.75%

.25%

105,189

78,891

Class C

.75%

.25%

401,979

204,393

 

 

 

$ 943,339

$ 295,100

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 169,728

Class T

20,643

Class B*

19,800

Class C*

8,543

 

$ 218,714

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 357,370

.28

Class T

77,021

.31

Class B

32,593

.31

Class C

116,977

.29

Canada

8,568,457

.24

Institutional Class

76,686

.25

 

$ 9,229,104

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $650 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 7,003,722

.45%

$ 1,574

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $14,854 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned

Annual Report

Notes to Financial Statements - continued

7. Security Lending - continued

securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. During the period, there were no securities loaned to FCM.

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $1,984,527 for the period.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Class A

$ 756,039

$ 107,700

Class T

106,904

-

Class B

15,600

-

Class C

97,752

-

Canada

33,027,962

10,039,164

Institutional Class

204,036

32,940

Total

$ 34,208,293

$ 10,179,804

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Class A

 

 

 

 

Shares sold

2,050,255

894,135

$ 102,518,373

$ 37,345,647

Reinvestment of distributions

14,622

3,241

696,013

102,525

Shares redeemed

(773,357)

(493,476)

(38,292,678)

(17,901,706)

Net increase (decrease)

1,291,520

403,900

$ 64,921,708

$ 19,546,466

Class T

 

 

 

 

Shares sold

296,633

153,535

$ 14,818,898

$ 6,072,136

Reinvestment of distributions

2,182

-

103,790

-

Shares redeemed

(113,003)

(144,414)

(5,600,141)

(5,034,459)

Net increase (decrease)

185,812

9,121

$ 9,322,547

$ 1,037,677

Class B

 

 

 

 

Shares sold

134,473

68,778

$ 6,579,801

$ 2,732,178

Reinvestment of distributions

263

-

12,424

-

Shares redeemed

(47,606)

(50,130)

(2,342,627)

(1,849,231)

Net increase (decrease)

87,130

18,648

$ 4,249,598

$ 882,947

Class C

 

 

 

 

Shares sold

647,123

311,799

$ 31,812,568

$ 13,003,041

Reinvestment of distributions

1,580

-

74,410

-

Shares redeemed

(196,235)

(183,651)

(9,599,233)

(6,643,635)

Net increase (decrease)

452,468

128,148

$ 22,287,745

$ 6,359,406

Canada

 

 

 

 

Shares sold

20,151,337

19,139,057

$ 1,010,632,290

$ 774,158,834

Reinvestment of distributions

659,119

306,492

31,486,105

9,628,844

Shares redeemed

(18,629,713)

(20,957,211)

(923,131,901)

(789,350,714)

Net increase (decrease)

2,180,743

(1,511,662)

$ 118,986,494

$ (5,563,036)

Annual Report

10. Share Transactions - continued

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Institutional Class

 

 

 

 

Shares sold

717,543

280,690

$ 36,118,321

$ 11,718,786

Reinvestment of distributions

2,830

737

134,893

23,131

Shares redeemed

(259,715)

(108,451)

(12,754,674)

(3,897,165)

Net increase (decrease)

460,658

172,976

$ 23,498,540

$ 7,844,752

11. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity Canada Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Canada Fund (a fund of Fidelity Investment Trust) at October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Canada Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 17, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

Trustees and Officers - continued

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-
present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present).
Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Annual Report

Trustees and Officers - continued

Advisory Board Members and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-
present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (43)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Canada Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Institutional Class

12/06/10

12/03/10

$0.47

$0.441

The Institutional Class designates 96%, of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Institutional Class

12/07/2009

$.575

$.0866

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Canada Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured over multiple periods against a broad-based securities market index. The Board noted that FMR does not believe that a meaningful peer group exists against which to compare the fund's performance. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, as available, the cumulative total returns of the retail class and Class B of the fund and the cumulative total returns of a broad-based securities market index ("benchmark"). The returns of the retail class and Class B show the performance of the highest performing class (based on five-year performance) and the lowest performing class (based on one-year performance), respectively.

Fidelity Canada Fund

fid879

The Board noted that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board discussed with FMR actions that have been taken by FMR to improve the fund's below-benchmark performance. The Board also reviewed the fund's performance since inception as well as performance in the current year. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 15% means that 85% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Fidelity Canada Fund

fid881

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, Institutional Class, and the retail class of the fund ranked below its competitive median for 2009 and the total expenses of Class T ranked above its competitive median for 2009. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Annual Report

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Ltd.
Fidelity Management & Research
(Hong Kong) Limited
Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

The Bank of New York Mellon
New York, New York

ACANI-UANN-1210
1.843157.103

fid233

Fidelity Advisor SM
China Region Fund -
Class A, Class T, Class B, and Class C

Annual Report

October 31, 2010

Class A, Class T, Class B, and Class C are
classes of Fidelity® China Region Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10 years

  Class A (incl. 5.75% sales charge) A

13.61%

15.27%

10.29%

  Class T (incl. 3.50% sales charge) B

16.06%

15.66%

10.47%

  Class B (incl. contingent deferred sales charge) C

14.63%

15.98%

10.73%

  Class C (incl. contingent deferred sales charge) D

18.66%

16.20%

10.73%

A Class A shares bear a 0.25% 12b-1 fee. The initial offering of Class A shares took place on May 9, 2008. Returns prior to May 9, 2008 are those of Fidelity® China Region Fund, the original class of the fund, which has no 12b-1 fee. Had Class A shares' 12b-1 fee been reflected, returns prior to May 9, 2008 would have been lower.

B Class T shares bear a 0.50% 12b-1 fee. The initial offering of Class T shares took place on May 9, 2008. Returns prior to May 9, 2008 are those of Fidelity China Region Fund, the original class of the fund, which has no 12b-1 fee. Had Class T shares' 12b-1 fee been reflected, returns prior to May 9, 2008 would have been lower.

C Class B shares bear a 1.00% 12b-1 fee. The initial offering of Class B shares took place on May 9, 2008. Returns prior to May 9, 2008 are those of Fidelity China Region Fund, the original class of the fund, which has no 12b-1 fee. Had Class B shares' 12b-1 fee been reflected, returns prior to May 9, 2008 would have been lower. Class B shares' contingent deferred sales charge included in the past one year, past five years, and past 10 years total return figures are 5%, 2%, and 0% respectively.

D Class C shares bear a 1.00% 12b-1 fee. The initial offering of Class C shares took place on May 9, 2008. Returns prior to May 9, 2008 are those of Fidelity China Region Fund, the original class of the fund, which has no 12b-1 fee. Had Class C shares' 12b-1 fee been reflected, returns prior to May 9, 2008 would have been lower. Class C shares' contingent deferred sales charge included in the past one year, past five years, and past 10 years total return figures are 1%, 0%, and 0%, respectively.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Advisor SM China Region Fund - Class A on October 31, 2000, and the current 5.75% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the MSCI® Golden Dragon Index performed over the same period. The initial offering of Class A took place on May 9, 2008. See above for additional information regarding the performance of Class A.

fid896

Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Joseph Tse, who became Portfolio Manager of Fidelity AdvisorSM China Region Fund on January 19, 2010: During the past year, the fund's Class A, Class T, Class B and Class C shares returned 20.54%, 20.27%, 19.63% and 19.66%, respectively (excluding sales charges), versus 16.14% for the MSCI Golden Dragon Index. Stock picking and an overweighting in consumer discretionary aided relative performance, as did stock selection in information technology, industrials, health care and financials, among other sectors. Geographically, security selection in China and Hong Kong added value. The largest relative contributor was China Shineway Pharmaceutical Group, as better-than-expected sales lifted the stock, which was sold from the fund. Other contributors included BOC Hong Kong and Chinese online travel services provider Ctrip.com International, an out-of-benchmark holding. Underweighting and ultimately selling Hong Kong apparel wholesaler/retailer Esprit Holdings also added value. Conversely, underweighting Taiwan's Nan Ya Plastics detracted, as did not owning Taiwan-based index component Formosa Chemicals & Fibre. Underweighting Hong Kong shoe manufacturer/retailer Belle International Holdings also hurt.

Note to shareholders: Fidelity Advisor China Region Fund may invest up to 35% of its total assets in any industry that represents more than 20% of the Hong Kong, Taiwanese and Chinese market. As of October 31, 2010, the fund did not have more than 25% of its total assets invested in any one industry.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity China Region Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to
October 31, 2010

Class A

1.37%

 

 

 

Actual

 

$ 1,000.00

$ 1,152.80

$ 7.43

HypotheticalA

 

$ 1,000.00

$ 1,018.30

$ 6.97

Class T

1.63%

 

 

 

Actual

 

$ 1,000.00

$ 1,151.40

$ 8.84

HypotheticalA

 

$ 1,000.00

$ 1,016.99

$ 8.29

Class B

2.12%

 

 

 

Actual

 

$ 1,000.00

$ 1,148.60

$ 11.48

HypotheticalA

 

$ 1,000.00

$ 1,014.52

$ 10.76

Class C

2.12%

 

 

 

Actual

 

$ 1,000.00

$ 1,148.80

$ 11.48

HypotheticalA

 

$ 1,000.00

$ 1,014.52

$ 10.76

China Region

1.06%

 

 

 

Actual

 

$ 1,000.00

$ 1,154.60

$ 5.76

HypotheticalA

 

$ 1,000.00

$ 1,019.86

$ 5.40

Institutional Class

1.08%

 

 

 

Actual

 

$ 1,000.00

$ 1,154.70

$ 5.87

HypotheticalA

 

$ 1,000.00

$ 1,019.76

$ 5.50

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Fidelity China Region Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

fid898

Hong Kong

32.0%

 

fid900

China

31.3%

 

fid902

Taiwan

18.3%

 

fid904

Cayman Islands

8.5%

 

fid906

Bermuda

4.3%

 

fid908

United States of America

3.5%

 

fid910

Japan

1.0%

 

fid912

United Kingdom

0.8%

 

fid914

Singapore

0.2%

 

fid916

Other

0.1%

 

fid918

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

fid898

China

37.2%

 

fid900

Hong Kong

28.0%

 

fid904

Taiwan

18.7%

 

fid906

Cayman Islands

9.1%

 

fid908

Bermuda

5.2%

 

fid910

United States of America

1.2%

 

fid912

Canada

0.2%

 

fid914

Japan

0.2%

 

fid916

British Virgin Islands

0.2%

 

fid929

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

96.6

99.1

Short-Term Investments and Net Other Assets

3.4

0.9

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

CNOOC Ltd. (Oil, Gas & Consumable Fuels)

3.6

3.2

China Construction Bank Corp. (H Shares) (Commercial Banks)

3.4

3.9

Hong Kong Exchanges and Clearing Ltd. (Diversified Financial Services)

3.3

2.7

Tencent Holdings Ltd. (Internet Software & Services)

3.2

3.7

Industrial & Commercial Bank of China Ltd. (H Shares) (Commercial Banks)

3.2

3.5

BOC Hong Kong (Holdings) Ltd. (Commercial Banks)

3.1

2.4

Bank of China Ltd. (H Shares) (Commercial Banks)

2.8

3.3

Hon Hai Precision Industry Co. Ltd. (Foxconn) (Electronic Equipment & Components)

2.8

3.8

China Life Insurance Co. Ltd. (H Shares) (Insurance)

2.7

3.4

China Mobile (Hong Kong) Ltd. (Wireless Telecommunication Services)

2.5

2.7

 

30.6

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

41.3

37.6

Information Technology

15.0

20.1

Consumer Discretionary

9.9

8.9

Industrials

8.5

9.9

Energy

7.3

8.2

Consumer Staples

5.2

4.1

Materials

4.7

3.6

Telecommunication Services

4.3

4.2

Utilities

0.2

0.9

Health Care

0.2

1.6

Annual Report

Fidelity China Region Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 96.6%

Shares

Value

CONSUMER DISCRETIONARY - 9.9%

Auto Components - 0.4%

Minth Group Ltd.

4,938,000

$ 9,237,349

Automobiles - 1.3%

Brilliance China Automotive Holdings Ltd. (a)

14,406,000

12,638,065

BYD Co. Ltd. (H Shares) (d)

1,725,800

10,520,116

Dongfeng Motor Group Co. Ltd. (H Shares)

2,470,000

5,353,459

 

28,511,640

Distributors - 2.0%

Li & Fung Ltd.

8,042,000

42,486,038

Diversified Consumer Services - 0.1%

New Oriental Education & Technology Group, Inc. sponsored ADR (a)(d)

22,616

2,428,280

Hotels, Restaurants & Leisure - 2.8%

Country Style Cooking Restaurant Chain Co. Ltd. ADR

3,600

106,416

Ctrip.com International Ltd. sponsored ADR (a)

477,500

24,863,425

Las Vegas Sands Corp. (a)

57,200

2,624,336

Melco International Development Ltd. (a)

5,970,000

3,388,873

Melco PBL Entertainment (Macau) Ltd. sponsored ADR (a)

370,000

2,319,900

Sands China Ltd.

2,808,800

6,124,008

Shangri-La Asia Ltd.

2,966,000

6,673,380

SJM Holdings Ltd.

9,928,000

14,755,112

 

60,855,450

Household Durables - 0.2%

Techtronic Industries Co. Ltd.

4,157,000

4,209,960

Multiline Retail - 1.5%

Far East Department Stores Co. Ltd.

14,363,615

17,834,255

Golden Eagle Retail Group Ltd. (H Shares)

2,596,000

6,899,223

Maoye International Holdings Ltd.

18,043,000

7,774,697

 

32,508,175

Specialty Retail - 1.1%

Belle International Holdings Ltd.

5,574,000

10,067,538

Chow Sang Sang Holdings International Ltd.

2,746,000

7,227,015

GOME Electrical Appliances Holdings Ltd. (a)

6,666,000

2,244,575

I.T Ltd.

5,492,000

4,633,792

 

24,172,920

Textiles, Apparel & Luxury Goods - 0.5%

Anta Sports Products Ltd.

2,467,000

5,092,340

Trinity Ltd.

4,310,000

4,309,305

 

9,401,645

TOTAL CONSUMER DISCRETIONARY

213,811,457

 

Shares

Value

CONSUMER STAPLES - 5.2%

Beverages - 0.1%

Wuliangye Yibin Co. Ltd. (BNP Paribas Warrant Program) warrants 5/5/15 (a)

578,000

$ 3,162,589

Food & Staples Retailing - 1.7%

Beijing Jingkelong Co. Ltd. (H Shares)

1,226,000

1,470,963

China Resources Enterprise Ltd.

1,936,000

8,179,842

Dairy Farm International Holdings Ltd.

2,642,400

20,610,720

Lianhua Supermarket Holdings Co. (H Shares)

785,000

3,342,042

Wumart Stores, Inc. (H Shares)

1,338,000

3,141,635

 

36,745,202

Food Products - 2.4%

Asian Citrus Holdings Ltd.

5,805,803

6,688,705

Besunyen Holdings Co. Ltd.

25,440,000

12,143,590

China Agri-Industries Holding Ltd.

3,147,000

4,579,669

China Huiyuan Juice Group Ltd.

3,283,000

2,202,432

China Mengniu Dairy Co. Ltd.

2,326,000

6,661,790

Tingyi (Cayman Islands) Holding Corp.

3,536,000

9,625,493

Want Want China Holdings Ltd.

5,577,000

5,144,403

Yashili International Holdings Ltd.

8,021,000

4,346,164

 

51,392,246

Household Products - 0.3%

NVC Lighting Holdings Ltd.

10,667,000

5,463,376

Personal Products - 0.7%

Hengan International Group Co. Ltd.

1,655,500

15,591,227

TOTAL CONSUMER STAPLES

112,354,640

ENERGY - 7.3%

Oil, Gas & Consumable Fuels - 7.3%

China Coal Energy Co. Ltd. (H Shares)

1,242,000

2,147,112

China Petroleum & Chemical Corp. (H Shares)

32,506,000

30,928,266

CNOOC Ltd.

37,343,000

77,961,654

CNPC (Hong Kong) Ltd.

9,330,000

11,868,254

PetroChina Co. Ltd. (H Shares)

24,580,000

30,256,374

Sino Prosper State Gold Resources Holdings, Ltd. (a)

79,350,000

3,992,453

 

157,154,113

FINANCIALS - 41.3%

Capital Markets - 1.5%

Citic Securities Co. Ltd. (UBS Warrant Programme) warrants 9/16/13 (a)

3,008,600

6,995,171

Wuliangye Yibin Co. Ltd. (UBS Warrant Programme) warrants 4/22/13 (a)

345,100

1,888,252

Yuanta Financial Holding Co. Ltd.

38,078,000

23,950,384

 

32,833,807

Commercial Banks - 17.2%

Bank of China Ltd. (H Shares)

102,083,000

61,108,224

BOC Hong Kong (Holdings) Ltd.

21,653,500

67,883,251

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Commercial Banks - continued

China Construction Bank Corp. (H Shares)

77,268,000

$ 73,666,895

China Merchants Bank Co. Ltd. (H Shares)

7,761,464

22,028,990

Chinatrust Financial Holding Co. Ltd.

7,410,335

4,624,650

E.Sun Financial Holdings Co. Ltd.

9,287,652

4,779,628

Hang Seng Bank Ltd.

1,921,700

28,114,276

HSBC Holdings PLC (Hong Kong)

413,600

4,311,132

Industrial & Commercial Bank of China (Asia) Ltd.

2,163,000

8,008,786

Industrial & Commercial Bank of China Ltd. (H Shares)

84,726,000

68,207,094

Mega Financial Holding Co. Ltd.

8,480,000

5,887,927

Standard Chartered PLC:

rights 11/5/10 (a)

42,845

360,725

(United Kingdom)

432,898

12,522,362

Wing Hang Bank Ltd.

819,500

9,578,674

 

371,082,614

Diversified Financial Services - 4.7%

China Everbright Ltd.

5,418,000

14,084,528

Fubon Financial Holding Co. Ltd.

13,011,985

15,943,455

Hong Kong Exchanges and Clearing Ltd.

3,217,600

70,817,295

 

100,845,278

Insurance - 7.2%

Cathay Financial Holding Co. Ltd.

16,430,400

25,151,585

China Life Insurance Co. Ltd. (H Shares)

13,479,000

59,257,545

PICC Property & Casualty Co. Ltd. (H Shares) (a)

21,118,000

31,167,866

Ping An Insurance Group Co. China Ltd. (H Shares)

3,755,500

40,431,734

 

156,008,730

Real Estate Management & Development - 10.7%

Cheung Kong Holdings Ltd.

2,663,000

40,539,784

China Overseas Land & Investment Ltd.

5,487,920

11,540,474

China Resources Land Ltd.

4,232,000

8,342,520

E-House China Holdings Ltd. ADR (d)

249,600

4,170,816

Hang Lung Properties Ltd.

1,343,000

6,575,307

Henderson Land Development Co. Ltd.

2,500,076

17,755,741

Huaku Development Co. Ltd.

1,820,000

5,048,783

Hung Poo Real Estate Development Co. Ltd.

2,056,000

3,059,984

Kerry Properties Ltd.

3,480,000

19,305,273

Midland Holdings Ltd.

4,368,000

4,384,201

New World Development Co. Ltd.

7,024,000

13,864,499

Poly (Hong Kong) Investments Ltd.

3,144,000

3,236,784

Shimao Property Holdings Ltd.

7,417,500

12,268,002

Sinyi Realty, Inc.

1,179,370

2,292,845

Sun Hung Kai Properties Ltd.

2,983,000

51,106,905

 

Shares

Value

Wharf Holdings Ltd.

3,853,000

$ 25,301,429

Yanlord Land Group Ltd.

2,484,000

3,300,997

 

232,094,344

TOTAL FINANCIALS

892,864,773

HEALTH CARE - 0.2%

Pharmaceuticals - 0.2%

Coolpoint Energy Ltd. (a)

45,452,000

3,811,488

INDUSTRIALS - 8.5%

Airlines - 1.2%

Air China Ltd. (H Shares) (a)

9,756,000

13,114,984

Cathay Pacific Airways Ltd.

3,341,000

8,986,918

China Eastern Airlines Corp. Ltd. (a)

6,770,000

4,279,697

 

26,381,599

Building Products - 0.5%

China Liansu Group Holdgs Ltd. (a)

18,523,000

11,613,840

Electrical Equipment - 0.7%

Dongfang Electric Corp. Ltd.

1,674,800

8,145,778

Zhuzhou CSR Times Electric Co. Ltd. (H Shares)

2,036,000

6,212,082

 

14,357,860

Industrial Conglomerates - 2.9%

Far Eastern Textile Ltd.

19,334,228

27,859,483

Hutchison Whampoa Ltd.

2,121,000

20,905,583

Shanghai Industrial Holdings Ltd.

3,144,000

14,480,348

 

63,245,414

Machinery - 0.8%

China International Marine Containers Co. Ltd. (B Shares)

7,166,794

14,516,196

Singamas Container Holdings Ltd. (a)

13,180,000

2,975,649

 

17,491,845

Marine - 0.8%

Orient Overseas International Ltd.

619,000

5,426,357

Shun Tak Holdings Ltd.

19,152,000

12,625,927

 

18,052,284

Trading Companies & Distributors - 0.1%

Hong Kong Resources Holdings
Co. Ltd.

11,212,000

1,923,814

Transportation Infrastructure - 1.5%

China Merchant Holdings International Co. Ltd.

1,228,000

4,301,268

Cosco Pacific Ltd.

7,606,000

11,873,259

Zhejiang Expressway Co. Ltd. (H Shares)

15,140,000

15,254,752

 

31,429,279

TOTAL INDUSTRIALS

184,495,935

INFORMATION TECHNOLOGY - 15.0%

Communications Equipment - 2.1%

China Wireless Technologies Ltd.

3,964,000

2,122,316

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Communications Equipment - continued

HTC Corp.

1,700,000

$ 38,382,618

Vtech Holdings Ltd.

403,000

4,193,124

 

44,698,058

Computers & Peripherals - 0.3%

Acer, Inc.

2,301,108

6,684,153

Electronic Equipment & Components - 6.4%

AU Optronics Corp. (a)

7,798,090

7,784,283

Chroma ATE, Inc.

3,350,000

8,625,388

Delta Electronics, Inc.

828,000

3,422,382

Funtalk China Holdings Ltd. (a)

497,100

3,280,860

Hon Hai Precision Industry Co. Ltd. (Foxconn)

15,763,172

59,746,054

Kingboard Chemical Holdings Ltd.

2,618,000

12,733,249

Tripod Technology Corp.

3,001,820

11,524,713

Unimicron Technology Corp.

14,255,000

24,266,803

WPG Holding Co. Ltd.

3,601,120

6,695,106

 

138,078,838

Internet Software & Services - 3.9%

Sina Corp. (a)

146,100

8,225,430

SouFun Holdings Ltd. ADR (d)

89,400

6,570,900

Tencent Holdings Ltd.

3,007,100

68,861,184

TPK Holdings Co.

11,000

181,506

 

83,839,020

Semiconductors & Semiconductor Equipment - 2.3%

MediaTek, Inc.

398,794

5,016,687

Taiwan Semiconductor Manufacturing Co. Ltd.

19,519,796

40,179,972

Trony Solar Holdings Co. Ltd.

8,494,000

5,314,743

 

50,511,402

TOTAL INFORMATION TECHNOLOGY

323,811,471

MATERIALS - 4.7%

Chemicals - 2.7%

China BlueChemical Ltd. (H shares)

11,116,000

8,790,980

DC Chemical Co. Ltd.

7,519

2,213,240

Formosa Plastics Corp.

8,908,250

25,556,097

Nan Ya Plastics Corp.

3,518,000

7,839,490

Taiwan Fertilizer Co. Ltd.

3,804,000

12,988,662

 

57,388,469

Construction Materials - 0.5%

Anhui Conch Cement Co. Ltd. (H Shares)

2,810,000

11,781,971

Metals & Mining - 1.5%

Xingda International Holdings Ltd.

13,453,000

14,040,932

Zhaojin Mining Industry Co. Ltd. (H Shares)

2,435,000

7,570,843

Zijin Mining Group Co. Ltd. (H Shares)

10,858,000

10,239,894

 

31,851,669

 

Shares

Value

Paper & Forest Products - 0.0%

China Forestry Holdings Co. Ltd.

1,064,000

$ 505,147

TOTAL MATERIALS

101,527,256

TELECOMMUNICATION SERVICES - 4.3%

Diversified Telecommunication Services - 0.8%

China Unicom (Hong Kong) Ltd.

12,910,000

18,156,664

Wireless Telecommunication Services - 3.5%

China Mobile (Hong Kong) Ltd.

5,194,000

53,042,759

SOFTBANK CORP.

689,200

22,133,677

 

75,176,436

TOTAL TELECOMMUNICATION SERVICES

93,333,100

UTILITIES - 0.2%

Gas Utilities - 0.2%

Enn Energy Holdings Ltd.

1,854,000

5,573,062

TOTAL COMMON STOCKS

(Cost $1,524,284,829)

2,088,737,295

Money Market Funds - 4.0%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)

74,532,881

74,532,881

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

11,164,250

11,164,250

TOTAL MONEY MARKET FUNDS

(Cost $85,697,131)

85,697,131

TOTAL INVESTMENT PORTFOLIO - 100.6%

(Cost $1,609,981,960)

2,174,434,426

NET OTHER ASSETS (LIABILITIES) - (0.6)%

(11,909,134)

NET ASSETS - 100%

$ 2,162,525,292

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 72,745

Fidelity Securities Lending Cash Central Fund

439,269

Total

$ 512,014

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 213,811,457

$ 213,811,457

$ -

$ -

Consumer Staples

112,354,640

104,845,887

7,508,753

-

Energy

157,154,113

18,007,819

139,146,294

-

Financials

892,864,773

820,412,673

72,452,100

-

Health Care

3,811,488

3,811,488

-

-

Industrials

184,495,935

184,495,935

-

-

Information Technology

323,811,471

275,847,216

47,964,255

-

Materials

101,527,256

101,527,256

-

-

Telecommunication Services

93,333,100

-

93,333,100

-

Utilities

5,573,062

5,573,062

-

-

Money Market Funds

85,697,131

85,697,131

-

-

Total Investments in Securities:

$ 2,174,434,426

$ 1,814,029,924

$ 360,404,502

$ -

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $98,628,962 of which $63,392,256 and $35,236,706 will expire on Octo-ber 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity China Region Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $10,904,815) - See accompanying schedule:

Unaffiliated issuers (cost $1,524,284,829)

$ 2,088,737,295

 

Fidelity Central Funds (cost $85,697,131)

85,697,131

 

Total Investments (cost $1,609,981,960)

 

$ 2,174,434,426

Receivable for investments sold

6,262,368

Receivable for fund shares sold

4,252,327

Dividends receivable

316,915

Distributions receivable from Fidelity Central Funds

32,232

Other receivables

379,542

Total assets

2,185,677,810

 

 

 

Liabilities

Payable for investments purchased

$ 8,676,527

Payable for fund shares redeemed

1,327,650

Accrued management fee

1,262,835

Distribution and service plan fees payable

12,629

Other affiliated payables

465,006

Other payables and accrued expenses

243,621

Collateral on securities loaned, at value

11,164,250

Total liabilities

23,152,518

 

 

 

Net Assets

$ 2,162,525,292

Net Assets consist of:

 

Paid in capital

$ 1,682,005,306

Undistributed net investment income

25,575,304

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(109,507,734)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

564,452,416

Net Assets

$ 2,162,525,292

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($16,047,242 ÷ 507,608 shares)

$ 31.61

 

 

 

Maximum offering price per share (100/94.25 of $31.61)

$ 33.54

Class T:
Net Asset Value
and redemption price per share ($6,069,809 ÷ 192,817 shares)

$ 31.48

 

 

 

Maximum offering price per share (100/96.50 of $31.48)

$ 32.62

Class B:
Net Asset Value
and offering price per share ($2,495,982 ÷ 79,921 shares) A

$ 31.23

 

 

 

Class C:
Net Asset Value
and offering price per share ($5,938,380 ÷ 190,411 shares) A

$ 31.19

 

 

 

China Region:
Net Asset Value
, offering price and redemption price per share ($2,130,070,228 ÷ 66,960,488 shares)

$ 31.81

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($1,903,651 ÷ 59,886 shares)

$ 31.79

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity China Region Fund
Financial Statements - continued

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 51,267,009

Interest

 

839

Income from Fidelity Central Funds

 

512,014

Income before foreign taxes withheld

 

51,779,862

Less foreign taxes withheld

 

(4,706,256)

Total income

 

47,073,606

 

 

 

Expenses

Management fee

$ 15,034,894

Transfer agent fees

5,059,284

Distribution and service plan fees

128,222

Accounting and security lending fees

936,699

Custodian fees and expenses

1,216,014

Independent trustees' compensation

12,021

Registration fees

161,631

Audit

68,420

Legal

14,413

Interest

3,369

Miscellaneous

27,343

Total expenses before reductions

22,662,310

Expense reductions

(1,286,872)

21,375,438

Net investment income (loss)

25,698,168

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

87,323,739

Foreign currency transactions

(268,927)

Capital gain distributions from Fidelity Central Funds

1,892

Total net realized gain (loss)

 

87,056,704

Change in net unrealized appreciation (depreciation) on:

Investment securities

253,069,310

Assets and liabilities in foreign currencies

27

Total change in net unrealized appreciation (depreciation)

 

253,069,337

Net gain (loss)

340,126,041

Net increase (decrease) in net assets resulting from operations

$ 365,824,209

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 25,698,168

$ 19,321,348

Net realized gain (loss)

87,056,704

(37,545,495)

Change in net unrealized appreciation (depreciation)

253,069,337

584,945,489

Net increase (decrease) in net assets resulting from operations

365,824,209

566,721,342

Distributions to shareholders from net investment income

(17,788,313)

(7,631,813)

Distributions to shareholders from net realized gain

(5,540,851)

-

Total distributions

(23,329,164)

(7,631,813)

Share transactions - net increase (decrease)

(341,589,636)

858,935,262

Redemption fees

1,093,238

1,318,632

Total increase (decrease) in net assets

1,998,647

1,419,343,423

 

 

 

Net Assets

Beginning of period

2,160,526,645

741,183,222

End of period (including undistributed net investment income of $25,575,304 and undistributed net investment income of $17,665,449, respectively)

$ 2,162,525,292

$ 2,160,526,645

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009

2008 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 26.47

$ 16.67

$ 29.28

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .25

.30

.28

Net realized and unrealized gain (loss)

  5.15

9.63

(12.91)

Total from investment operations

  5.40

9.93

(12.63)

Distributions from net investment income

  (.20)

(.16)

-

Distributions from net realized gain

  (.07)

-

-

Total distributions

  (.27)

(.16)

-

Redemption fees added to paid in capital E

  .01

.03

.02

Net asset value, end of period

$ 31.61

$ 26.47

$ 16.67

Total Return B, C, D

  20.54%

60.41%

(43.07)%

Ratios to Average Net Assets F, I

 

 

 

Expenses before reductions

  1.38%

1.39%

1.44% A

Expenses net of fee waivers, if any

  1.38%

1.39%

1.44% A

Expenses net of all reductions

  1.31%

1.31%

1.30% A

Net investment income (loss)

  .91%

1.27%

2.63% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 16,047

$ 11,842

$ 340

Portfolio turnover rate G

  57%

88%

133%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class T

Years ended October 31,

2010

2009

2008 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 26.40

$ 16.65

$ 29.28

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .18

.23

.26

Net realized and unrealized gain (loss)

  5.13

9.64

(12.91)

Total from investment operations

  5.31

9.87

(12.65)

Distributions from net investment income

  (.18)

(.14)

-

Distributions from net realized gain

  (.07)

-

-

Total distributions

  (.24) J

(.14)

-

Redemption fees added to paid in capital E

  .01

.02

.02

Net asset value, end of period

$ 31.48

$ 26.40

$ 16.65

Total Return B, C, D

  20.27%

59.92%

(43.14)%

Ratios to Average Net Assets F, I

 

 

 

Expenses before reductions

  1.64%

1.66%

1.68% A

Expenses net of fee waivers, if any

  1.64%

1.66%

1.68% A

Expenses net of all reductions

  1.58%

1.58%

1.53% A

Net investment income (loss)

  .64%

1.00%

2.40% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 6,070

$ 3,139

$ 107

Portfolio turnover rate G

  57%

88%

133%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Total distributions of $.24 per share is comprised of distributions from net investment income of $.177 and distributions from net realized gain of $.065 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009

2008 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 26.28

$ 16.61

$ 29.28

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .04

.12

.20

Net realized and unrealized gain (loss)

  5.09

9.63

(12.89)

Total from investment operations

  5.13

9.75

(12.69)

Distributions from net investment income

  (.12)

(.10)

-

Distributions from net realized gain

  (.07)

-

-

Total distributions

  (.19)

(.10)

-

Redemption fees added to paid in capital E

  .01

.02

.02

Net asset value, end of period

$ 31.23

$ 26.28

$ 16.61

Total Return B, C, D

  19.63%

59.16%

(43.27)%

Ratios to Average Net Assets F, I

 

 

 

Expenses before reductions

  2.14%

2.15%

2.17% A

Expenses net of fee waivers, if any

  2.14%

2.15%

2.17% A

Expenses net of all reductions

  2.08%

2.06%

2.02% A

Net investment income (loss)

  .14%

.51%

1.91% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 2,496

$ 1,915

$ 155

Portfolio turnover rate G

  57%

88%

133%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class C

Years ended October 31,

2010

2009

2008 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 26.25

$ 16.61

$ 29.28

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .04

.12

.20

Net realized and unrealized gain (loss)

  5.09

9.62

(12.89)

Total from investment operations

  5.13

9.74

(12.69)

Distributions from net investment income

  (.13)

(.12)

-

Distributions from net realized gain

  (.07)

-

-

Total distributions

  (.20)

(.12)

-

Redemption fees added to paid in capital E

  .01

.02

.02

Net asset value, end of period

$ 31.19

$ 26.25

$ 16.61

Total Return B, C, D

  19.66%

59.18%

(43.27)%

Ratios to Average Net Assets F, I

 

 

 

Expenses before reductions

  2.14%

2.15%

2.13% A

Expenses net of fee waivers, if any

  2.14%

2.15%

2.13% A

Expenses net of all reductions

  2.07%

2.07%

1.98% A

Net investment income (loss)

  .15%

.51%

1.95% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 5,938

$ 3,806

$ 233

Portfolio turnover rate G

  57%

88%

133%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - China Region

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 26.55

$ 16.69

$ 41.52

$ 22.94

$ 17.74

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .34

.33

.39

.46

.42

Net realized and unrealized gain (loss)

  5.18

9.68

(20.42)

18.58

4.99

Total from investment operations

  5.52

10.01

(20.03)

19.04

5.41

Distributions from net investment income

  (.21)

(.17)

(.32)

(.29)

(.22)

Distributions from net realized gain

  (.07)

-

(4.53)

(.20)

-

Total distributions

  (.27) F

(.17)

(4.85)

(.49)

(.22)

Redemption fees added to paid in capital B

  .01

.02

.05

.03

.01

Net asset value, end of period

$ 31.81

$ 26.55

$ 16.69

$ 41.52

$ 22.94

Total Return A

  20.97%

60.77%

(53.75)%

84.73%

30.83%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  1.06%

1.12%

1.11%

1.08%

1.14%

Expenses net of fee waivers, if any

  1.06%

1.12%

1.11%

1.08%

1.14%

Expenses net of all reductions

  1.00%

1.03%

.96%

.92%

1.08%

Net investment income (loss)

  1.22%

1.54%

1.45%

1.64%

1.99%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,130,070

$ 2,138,141

$ 740,289

$ 2,044,527

$ 734,793

Portfolio turnover rate D

  57%

88%

133%

173%

36%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Total distributions of $.27 per share is comprised of distributions from net investment income of $.209 and distributions from net realized gain of $.065 per share.

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009

2008 G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 26.55

$ 16.70

$ 29.28

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .33

.37

.34

Net realized and unrealized gain (loss)

  5.18

9.64

(12.94)

Total from investment operations

  5.51

10.01

(12.60)

Distributions from net investment income

  (.22)

(.18)

-

Distributions from net realized gain

  (.07)

-

-

Total distributions

  (.28) I

(.18)

-

Redemption fees added to paid in capital D

  .01

.02

.02

Net asset value, end of period

$ 31.79

$ 26.55

$ 16.70

Total Return B, C

  20.92%

60.78%

(42.96)%

Ratios to Average Net Assets E, H

 

 

 

Expenses before reductions

  1.11%

1.08%

1.05% A

Expenses net of fee waivers, if any

  1.11%

1.08%

1.05% A

Expenses net of all reductions

  1.04%

1.00%

.91% A

Net investment income (loss)

  1.18%

1.58%

3.02% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 1,904

$ 1,684

$ 60

Portfolio turnover rate F

  57%

88%

133%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Total distributions of $.28 per share is comprised of distributions from net investment income of $.216 and distributions from net realized gain of $.065 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity China Region Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, China Region and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in significant transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Security Valuation - continued

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short term gain distributions from Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), capital loss carryforwards, and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 570,685,518

Gross unrealized depreciation

(18,690,935)

Net unrealized appreciation (depreciation)

$ 551,994,583

 

 

Tax Cost

$ 1,622,439,843

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 27,154,415

Capital loss carryforward

$ (98,628,962)

Net unrealized appreciation (depreciation)

$ 551,994,533

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 23,329,164

$ 7,631,813

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,178,264,344 and $1,564,472,776, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 34,107

$ 571

Class T

.25%

.25%

23,236

-

Class B

.75%

.25%

22,523

16,917

Class C

.75%

.25%

48,356

25,041

 

 

 

$ 128,222

$ 42,529

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 26,257

Class T

4,876

Class B*

4,727

Class C*

1,934

 

$ 37,794

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports,

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 40,906

.30

Class T

14,660

.31

Class B

7,069

.31

Class C

15,003

.31

China Region

4,977,237

.24

Institutional Class

4,409

.28

 

$ 5,059,284

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment advisor. The commissions paid to these affiliated firms were $286 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 12,377,773

.45%

$ 3,369

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $8,385 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Market (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $439,269. During the period, there were no securities loaned to FCM.

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $1,286,872 for the period.

Annual Report

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Class A

$ 99,129

$ 4,014

Class T

24,223

973

Class B

9,817

969

Class C

22,748

1,793

China Region

17,620,183

7,623,415

Institutional Class

12,213

649

Total

$ 17,788,313

$ 7,631,813

From net realized gain

 

 

Class A

$ 32,057

$ -

Class T

8,895

-

Class B

5,146

-

Class C

11,118

-

China Region

5,479,960

-

Institutional Class

3,675

-

Total

$ 5,540,851

$ -

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Class A

 

 

 

 

Shares sold

342,123

476,918

$ 9,544,171

$ 10,951,377

Reinvestment of distributions

4,199

220

118,611

3,532

Shares redeemed

(286,153)

(50,111)

(7,654,399)

(1,196,308)

Net increase (decrease)

60,169

427,027

$ 2,008,383

$ 9,758,601

Class T

 

 

 

 

Shares sold

132,233

124,214

$ 3,681,750

$ 2,764,790

Reinvestment of distributions

1,158

61

32,661

973

Shares redeemed

(59,475)

(11,807)

(1,609,136)

(289,925)

Net increase (decrease)

73,916

112,468

$ 2,105,275

$ 2,475,838

Class B

 

 

 

 

Shares sold

41,380

76,310

$ 1,126,249

$ 1,715,391

Reinvestment of distributions

486

60

13,648

969

Shares redeemed

(34,810)

(12,815)

(913,219)

(303,220)

Net increase (decrease)

7,056

63,555

$ 226,678

$ 1,413,140

Class C

 

 

 

 

Shares sold

121,441

162,651

$ 3,346,120

$ 3,650,852

Reinvestment of distributions

1,162

112

32,596

1,793

Shares redeemed

(77,220)

(31,751)

(2,041,365)

(779,443)

Net increase (decrease)

45,383

131,012

$ 1,337,351

$ 2,873,202

China Region

 

 

 

 

Shares sold

29,402,822

54,595,118

$ 826,039,335

$ 1,249,255,109

Reinvestment of distributions

782,007

454,390

22,169,887

7,297,501

Shares redeemed

(43,745,336)

(18,885,174)

(1,195,393,614)

(415,361,909)

Net increase (decrease)

(13,560,507)

36,164,334

$ (347,184,392)

$ 841,190,701

Institutional Class

 

 

 

 

Shares sold

53,076

72,363

$ 1,486,647

$ 1,546,935

Reinvestment of distributions

500

40

14,160

649

Shares redeemed

(57,102)

(12,559)

(1,583,738)

(323,804)

Net increase (decrease)

(3,526)

59,844

$ (82,931)

$ 1,223,780

Annual Report

Notes to Financial Statements - continued

11. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity China Region Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity China Region Fund (a fund of Fidelity Investment Trust) at October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity China Region Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 17, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

Trustees and Officers - continued

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

Name, Age; Principal Occupations and Other Relevant Experience+

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-
present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Annual Report

Trustees and Officers - continued

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-
present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Advisor China Region Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Class A

12/06/10

12/03/10

$0.314

$0.025

Class T

12/06/10

12/03/10

$0.268

$0.025

Class B

12/06/10

12/03/10

$0.082

$0.025

Class C

12/06/10

12/03/10

$0.131

$0.025

Class A designates 40%; Class T designates 43%; Class B designates 53%; and Class C designates 51%; of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Class A

12/07/09

$0.297

$0.0314

Class T

12/07/09

$0.273

$0.0314

Class B

12/07/09

$0.220

$0.0314

Class C

12/07/09

$0.229

$0.0314

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity China Region Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured over multiple periods against a broad-based securities market index. The Board noted that FMR does not believe that a meaningful peer group exists against which to compare the fund's performance. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, as available, the cumulative total returns of the retail class and Class B of the fund and the cumulative total returns of a broad-based securities market index ("benchmark"). The returns of the retail class and Class B show the performance of the highest performing class (based on five-year performance) and the lowest performing class (based on one-year performance), respectively.

Fidelity China Region Fund

fid931

The Board noted that the investment performance of the retail class of the fund compared favorably to its benchmark for the three- and five-year periods, although the fund's one-year cumulative total return was lower than its benchmark. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Annual Report

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 7% means that 93% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Fidelity China Region Fund

fid933

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each class ranked below its competitive median for 2009.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investments (Japan) Limited

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Ltd.
Fidelity Management & Research
(Japan) Inc.
Fidelity Management & Research
(Hong Kong) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

Brown Brothers Harriman & Co.,
Boston, MA

AHKC-UANN-1210
1.861458.102

fid233

Fidelity AdvisorSM
China Region Fund -
Institutional Class

Annual Report

October 31, 2010

Institutional Class is a class of
Fidelity® China Region Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

  Institutional Class A

20.92%

16.81%

11.02%

A The initial offering of Institutional Class shares took place on May 9, 2008. Returns prior to May 9, 2008 are those of Fidelity® China Region Fund, the original class of the fund.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity AdvisorSM China Region Fund - Institutional Class on October 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the MSCI® Golden Dragon Index performed over the same period. The initial offering of Institutional Class took place on May 9, 2008. See above for additional information regarding the performance of Institutional Class.

fid948

Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Joseph Tse, who became Portfolio Manager of Fidelity AdvisorSM China Region Fund on January 19, 2010: During the past year, the fund's Institutional Class shares returned 20.92%, versus 16.14% for the MSCI Golden Dragon Index. Stock picking and an overweighting in consumer discretionary aided relative performance, as did stock selection in information technology, industrials, health care and financials, among other sectors. Geographically, security selection in China and Hong Kong added value. The largest relative contributor was China Shineway Pharmaceutical Group, as better-than-expected sales lifted the stock, which was sold from the fund. Other contributors included BOC Hong Kong and Chinese online travel services provider Ctrip.com International, an out-of-benchmark holding. Underweighting and ultimately selling Hong Kong apparel wholesaler/retailer Esprit Holdings also added value. Conversely, underweighting Taiwan's Nan Ya Plastics detracted, as did not owning Taiwan-based index component Formosa Chemicals & Fibre. Underweighting Hong Kong shoe manufacturer/retailer Belle International Holdings also hurt.

Note to shareholders: Fidelity Advisor China Region Fund may invest up to 35% of its total assets in any industry that represents more than 20% of the Hong Kong, Taiwanese and Chinese market. As of October 31, 2010, the fund did not have more than 25% of its total assets invested in any one industry.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity China Region Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to
October 31, 2010

Class A

1.37%

 

 

 

Actual

 

$ 1,000.00

$ 1,152.80

$ 7.43

HypotheticalA

 

$ 1,000.00

$ 1,018.30

$ 6.97

Class T

1.63%

 

 

 

Actual

 

$ 1,000.00

$ 1,151.40

$ 8.84

HypotheticalA

 

$ 1,000.00

$ 1,016.99

$ 8.29

Class B

2.12%

 

 

 

Actual

 

$ 1,000.00

$ 1,148.60

$ 11.48

HypotheticalA

 

$ 1,000.00

$ 1,014.52

$ 10.76

Class C

2.12%

 

 

 

Actual

 

$ 1,000.00

$ 1,148.80

$ 11.48

HypotheticalA

 

$ 1,000.00

$ 1,014.52

$ 10.76

China Region

1.06%

 

 

 

Actual

 

$ 1,000.00

$ 1,154.60

$ 5.76

HypotheticalA

 

$ 1,000.00

$ 1,019.86

$ 5.40

Institutional Class

1.08%

 

 

 

Actual

 

$ 1,000.00

$ 1,154.70

$ 5.87

HypotheticalA

 

$ 1,000.00

$ 1,019.76

$ 5.50

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Fidelity China Region Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

fid898

Hong Kong

32.0%

 

fid900

China

31.3%

 

fid902

Taiwan

18.3%

 

fid904

Cayman Islands

8.5%

 

fid906

Bermuda

4.3%

 

fid908

United States of America

3.5%

 

fid910

Japan

1.0%

 

fid912

United Kingdom

0.8%

 

fid914

Singapore

0.2%

 

fid916

Other

0.1%

 

fid960

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

fid898

China

37.2%

 

fid900

Hong Kong

28.0%

 

fid904

Taiwan

18.7%

 

fid906

Cayman Islands

9.1%

 

fid908

Bermuda

5.2%

 

fid910

United States of America

1.2%

 

fid912

Canada

0.2%

 

fid914

Japan

0.2%

 

fid916

British Virgin Islands

0.2%

 

fid971

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

96.6

99.1

Short-Term Investments and Net Other Assets

3.4

0.9

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

CNOOC Ltd. (Oil, Gas & Consumable Fuels)

3.6

3.2

China Construction Bank Corp. (H Shares) (Commercial Banks)

3.4

3.9

Hong Kong Exchanges and Clearing Ltd. (Diversified Financial Services)

3.3

2.7

Tencent Holdings Ltd. (Internet Software & Services)

3.2

3.7

Industrial & Commercial Bank of China Ltd. (H Shares) (Commercial Banks)

3.2

3.5

BOC Hong Kong (Holdings) Ltd. (Commercial Banks)

3.1

2.4

Bank of China Ltd. (H Shares) (Commercial Banks)

2.8

3.3

Hon Hai Precision Industry Co. Ltd. (Foxconn) (Electronic Equipment & Components)

2.8

3.8

China Life Insurance Co. Ltd. (H Shares) (Insurance)

2.7

3.4

China Mobile (Hong Kong) Ltd. (Wireless Telecommunication Services)

2.5

2.7

 

30.6

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

41.3

37.6

Information Technology

15.0

20.1

Consumer Discretionary

9.9

8.9

Industrials

8.5

9.9

Energy

7.3

8.2

Consumer Staples

5.2

4.1

Materials

4.7

3.6

Telecommunication Services

4.3

4.2

Utilities

0.2

0.9

Health Care

0.2

1.6

Annual Report

Fidelity China Region Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 96.6%

Shares

Value

CONSUMER DISCRETIONARY - 9.9%

Auto Components - 0.4%

Minth Group Ltd.

4,938,000

$ 9,237,349

Automobiles - 1.3%

Brilliance China Automotive Holdings Ltd. (a)

14,406,000

12,638,065

BYD Co. Ltd. (H Shares) (d)

1,725,800

10,520,116

Dongfeng Motor Group Co. Ltd. (H Shares)

2,470,000

5,353,459

 

28,511,640

Distributors - 2.0%

Li & Fung Ltd.

8,042,000

42,486,038

Diversified Consumer Services - 0.1%

New Oriental Education & Technology Group, Inc. sponsored ADR (a)(d)

22,616

2,428,280

Hotels, Restaurants & Leisure - 2.8%

Country Style Cooking Restaurant Chain Co. Ltd. ADR

3,600

106,416

Ctrip.com International Ltd. sponsored ADR (a)

477,500

24,863,425

Las Vegas Sands Corp. (a)

57,200

2,624,336

Melco International Development Ltd. (a)

5,970,000

3,388,873

Melco PBL Entertainment (Macau) Ltd. sponsored ADR (a)

370,000

2,319,900

Sands China Ltd.

2,808,800

6,124,008

Shangri-La Asia Ltd.

2,966,000

6,673,380

SJM Holdings Ltd.

9,928,000

14,755,112

 

60,855,450

Household Durables - 0.2%

Techtronic Industries Co. Ltd.

4,157,000

4,209,960

Multiline Retail - 1.5%

Far East Department Stores Co. Ltd.

14,363,615

17,834,255

Golden Eagle Retail Group Ltd. (H Shares)

2,596,000

6,899,223

Maoye International Holdings Ltd.

18,043,000

7,774,697

 

32,508,175

Specialty Retail - 1.1%

Belle International Holdings Ltd.

5,574,000

10,067,538

Chow Sang Sang Holdings International Ltd.

2,746,000

7,227,015

GOME Electrical Appliances Holdings Ltd. (a)

6,666,000

2,244,575

I.T Ltd.

5,492,000

4,633,792

 

24,172,920

Textiles, Apparel & Luxury Goods - 0.5%

Anta Sports Products Ltd.

2,467,000

5,092,340

Trinity Ltd.

4,310,000

4,309,305

 

9,401,645

TOTAL CONSUMER DISCRETIONARY

213,811,457

 

Shares

Value

CONSUMER STAPLES - 5.2%

Beverages - 0.1%

Wuliangye Yibin Co. Ltd. (BNP Paribas Warrant Program) warrants 5/5/15 (a)

578,000

$ 3,162,589

Food & Staples Retailing - 1.7%

Beijing Jingkelong Co. Ltd. (H Shares)

1,226,000

1,470,963

China Resources Enterprise Ltd.

1,936,000

8,179,842

Dairy Farm International Holdings Ltd.

2,642,400

20,610,720

Lianhua Supermarket Holdings Co. (H Shares)

785,000

3,342,042

Wumart Stores, Inc. (H Shares)

1,338,000

3,141,635

 

36,745,202

Food Products - 2.4%

Asian Citrus Holdings Ltd.

5,805,803

6,688,705

Besunyen Holdings Co. Ltd.

25,440,000

12,143,590

China Agri-Industries Holding Ltd.

3,147,000

4,579,669

China Huiyuan Juice Group Ltd.

3,283,000

2,202,432

China Mengniu Dairy Co. Ltd.

2,326,000

6,661,790

Tingyi (Cayman Islands) Holding Corp.

3,536,000

9,625,493

Want Want China Holdings Ltd.

5,577,000

5,144,403

Yashili International Holdings Ltd.

8,021,000

4,346,164

 

51,392,246

Household Products - 0.3%

NVC Lighting Holdings Ltd.

10,667,000

5,463,376

Personal Products - 0.7%

Hengan International Group Co. Ltd.

1,655,500

15,591,227

TOTAL CONSUMER STAPLES

112,354,640

ENERGY - 7.3%

Oil, Gas & Consumable Fuels - 7.3%

China Coal Energy Co. Ltd. (H Shares)

1,242,000

2,147,112

China Petroleum & Chemical Corp. (H Shares)

32,506,000

30,928,266

CNOOC Ltd.

37,343,000

77,961,654

CNPC (Hong Kong) Ltd.

9,330,000

11,868,254

PetroChina Co. Ltd. (H Shares)

24,580,000

30,256,374

Sino Prosper State Gold Resources Holdings, Ltd. (a)

79,350,000

3,992,453

 

157,154,113

FINANCIALS - 41.3%

Capital Markets - 1.5%

Citic Securities Co. Ltd. (UBS Warrant Programme) warrants 9/16/13 (a)

3,008,600

6,995,171

Wuliangye Yibin Co. Ltd. (UBS Warrant Programme) warrants 4/22/13 (a)

345,100

1,888,252

Yuanta Financial Holding Co. Ltd.

38,078,000

23,950,384

 

32,833,807

Commercial Banks - 17.2%

Bank of China Ltd. (H Shares)

102,083,000

61,108,224

BOC Hong Kong (Holdings) Ltd.

21,653,500

67,883,251

Common Stocks - continued

Shares

Value

FINANCIALS - continued

Commercial Banks - continued

China Construction Bank Corp. (H Shares)

77,268,000

$ 73,666,895

China Merchants Bank Co. Ltd. (H Shares)

7,761,464

22,028,990

Chinatrust Financial Holding Co. Ltd.

7,410,335

4,624,650

E.Sun Financial Holdings Co. Ltd.

9,287,652

4,779,628

Hang Seng Bank Ltd.

1,921,700

28,114,276

HSBC Holdings PLC (Hong Kong)

413,600

4,311,132

Industrial & Commercial Bank of China (Asia) Ltd.

2,163,000

8,008,786

Industrial & Commercial Bank of China Ltd. (H Shares)

84,726,000

68,207,094

Mega Financial Holding Co. Ltd.

8,480,000

5,887,927

Standard Chartered PLC:

rights 11/5/10 (a)

42,845

360,725

(United Kingdom)

432,898

12,522,362

Wing Hang Bank Ltd.

819,500

9,578,674

 

371,082,614

Diversified Financial Services - 4.7%

China Everbright Ltd.

5,418,000

14,084,528

Fubon Financial Holding Co. Ltd.

13,011,985

15,943,455

Hong Kong Exchanges and Clearing Ltd.

3,217,600

70,817,295

 

100,845,278

Insurance - 7.2%

Cathay Financial Holding Co. Ltd.

16,430,400

25,151,585

China Life Insurance Co. Ltd. (H Shares)

13,479,000

59,257,545

PICC Property & Casualty Co. Ltd. (H Shares) (a)

21,118,000

31,167,866

Ping An Insurance Group Co. China Ltd. (H Shares)

3,755,500

40,431,734

 

156,008,730

Real Estate Management & Development - 10.7%

Cheung Kong Holdings Ltd.

2,663,000

40,539,784

China Overseas Land & Investment Ltd.

5,487,920

11,540,474

China Resources Land Ltd.

4,232,000

8,342,520

E-House China Holdings Ltd. ADR (d)

249,600

4,170,816

Hang Lung Properties Ltd.

1,343,000

6,575,307

Henderson Land Development Co. Ltd.

2,500,076

17,755,741

Huaku Development Co. Ltd.

1,820,000

5,048,783

Hung Poo Real Estate Development Co. Ltd.

2,056,000

3,059,984

Kerry Properties Ltd.

3,480,000

19,305,273

Midland Holdings Ltd.

4,368,000

4,384,201

New World Development Co. Ltd.

7,024,000

13,864,499

Poly (Hong Kong) Investments Ltd.

3,144,000

3,236,784

Shimao Property Holdings Ltd.

7,417,500

12,268,002

Sinyi Realty, Inc.

1,179,370

2,292,845

Sun Hung Kai Properties Ltd.

2,983,000

51,106,905

 

Shares

Value

Wharf Holdings Ltd.

3,853,000

$ 25,301,429

Yanlord Land Group Ltd.

2,484,000

3,300,997

 

232,094,344

TOTAL FINANCIALS

892,864,773

HEALTH CARE - 0.2%

Pharmaceuticals - 0.2%

Coolpoint Energy Ltd. (a)

45,452,000

3,811,488

INDUSTRIALS - 8.5%

Airlines - 1.2%

Air China Ltd. (H Shares) (a)

9,756,000

13,114,984

Cathay Pacific Airways Ltd.

3,341,000

8,986,918

China Eastern Airlines Corp. Ltd. (a)

6,770,000

4,279,697

 

26,381,599

Building Products - 0.5%

China Liansu Group Holdgs Ltd. (a)

18,523,000

11,613,840

Electrical Equipment - 0.7%

Dongfang Electric Corp. Ltd.

1,674,800

8,145,778

Zhuzhou CSR Times Electric Co. Ltd. (H Shares)

2,036,000

6,212,082

 

14,357,860

Industrial Conglomerates - 2.9%

Far Eastern Textile Ltd.

19,334,228

27,859,483

Hutchison Whampoa Ltd.

2,121,000

20,905,583

Shanghai Industrial Holdings Ltd.

3,144,000

14,480,348

 

63,245,414

Machinery - 0.8%

China International Marine Containers Co. Ltd. (B Shares)

7,166,794

14,516,196

Singamas Container Holdings Ltd. (a)

13,180,000

2,975,649

 

17,491,845

Marine - 0.8%

Orient Overseas International Ltd.

619,000

5,426,357

Shun Tak Holdings Ltd.

19,152,000

12,625,927

 

18,052,284

Trading Companies & Distributors - 0.1%

Hong Kong Resources Holdings
Co. Ltd.

11,212,000

1,923,814

Transportation Infrastructure - 1.5%

China Merchant Holdings International Co. Ltd.

1,228,000

4,301,268

Cosco Pacific Ltd.

7,606,000

11,873,259

Zhejiang Expressway Co. Ltd. (H Shares)

15,140,000

15,254,752

 

31,429,279

TOTAL INDUSTRIALS

184,495,935

INFORMATION TECHNOLOGY - 15.0%

Communications Equipment - 2.1%

China Wireless Technologies Ltd.

3,964,000

2,122,316

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Communications Equipment - continued

HTC Corp.

1,700,000

$ 38,382,618

Vtech Holdings Ltd.

403,000

4,193,124

 

44,698,058

Computers & Peripherals - 0.3%

Acer, Inc.

2,301,108

6,684,153

Electronic Equipment & Components - 6.4%

AU Optronics Corp. (a)

7,798,090

7,784,283

Chroma ATE, Inc.

3,350,000

8,625,388

Delta Electronics, Inc.

828,000

3,422,382

Funtalk China Holdings Ltd. (a)

497,100

3,280,860

Hon Hai Precision Industry Co. Ltd. (Foxconn)

15,763,172

59,746,054

Kingboard Chemical Holdings Ltd.

2,618,000

12,733,249

Tripod Technology Corp.

3,001,820

11,524,713

Unimicron Technology Corp.

14,255,000

24,266,803

WPG Holding Co. Ltd.

3,601,120

6,695,106

 

138,078,838

Internet Software & Services - 3.9%

Sina Corp. (a)

146,100

8,225,430

SouFun Holdings Ltd. ADR (d)

89,400

6,570,900

Tencent Holdings Ltd.

3,007,100

68,861,184

TPK Holdings Co.

11,000

181,506

 

83,839,020

Semiconductors & Semiconductor Equipment - 2.3%

MediaTek, Inc.

398,794

5,016,687

Taiwan Semiconductor Manufacturing Co. Ltd.

19,519,796

40,179,972

Trony Solar Holdings Co. Ltd.

8,494,000

5,314,743

 

50,511,402

TOTAL INFORMATION TECHNOLOGY

323,811,471

MATERIALS - 4.7%

Chemicals - 2.7%

China BlueChemical Ltd. (H shares)

11,116,000

8,790,980

DC Chemical Co. Ltd.

7,519

2,213,240

Formosa Plastics Corp.

8,908,250

25,556,097

Nan Ya Plastics Corp.

3,518,000

7,839,490

Taiwan Fertilizer Co. Ltd.

3,804,000

12,988,662

 

57,388,469

Construction Materials - 0.5%

Anhui Conch Cement Co. Ltd. (H Shares)

2,810,000

11,781,971

Metals & Mining - 1.5%

Xingda International Holdings Ltd.

13,453,000

14,040,932

Zhaojin Mining Industry Co. Ltd. (H Shares)

2,435,000

7,570,843

Zijin Mining Group Co. Ltd. (H Shares)

10,858,000

10,239,894

 

31,851,669

 

Shares

Value

Paper & Forest Products - 0.0%

China Forestry Holdings Co. Ltd.

1,064,000

$ 505,147

TOTAL MATERIALS

101,527,256

TELECOMMUNICATION SERVICES - 4.3%

Diversified Telecommunication Services - 0.8%

China Unicom (Hong Kong) Ltd.

12,910,000

18,156,664

Wireless Telecommunication Services - 3.5%

China Mobile (Hong Kong) Ltd.

5,194,000

53,042,759

SOFTBANK CORP.

689,200

22,133,677

 

75,176,436

TOTAL TELECOMMUNICATION SERVICES

93,333,100

UTILITIES - 0.2%

Gas Utilities - 0.2%

Enn Energy Holdings Ltd.

1,854,000

5,573,062

TOTAL COMMON STOCKS

(Cost $1,524,284,829)

2,088,737,295

Money Market Funds - 4.0%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)

74,532,881

74,532,881

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

11,164,250

11,164,250

TOTAL MONEY MARKET FUNDS

(Cost $85,697,131)

85,697,131

TOTAL INVESTMENT PORTFOLIO - 100.6%

(Cost $1,609,981,960)

2,174,434,426

NET OTHER ASSETS (LIABILITIES) - (0.6)%

(11,909,134)

NET ASSETS - 100%

$ 2,162,525,292

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 72,745

Fidelity Securities Lending Cash Central Fund

439,269

Total

$ 512,014

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 213,811,457

$ 213,811,457

$ -

$ -

Consumer Staples

112,354,640

104,845,887

7,508,753

-

Energy

157,154,113

18,007,819

139,146,294

-

Financials

892,864,773

820,412,673

72,452,100

-

Health Care

3,811,488

3,811,488

-

-

Industrials

184,495,935

184,495,935

-

-

Information Technology

323,811,471

275,847,216

47,964,255

-

Materials

101,527,256

101,527,256

-

-

Telecommunication Services

93,333,100

-

93,333,100

-

Utilities

5,573,062

5,573,062

-

-

Money Market Funds

85,697,131

85,697,131

-

-

Total Investments in Securities:

$ 2,174,434,426

$ 1,814,029,924

$ 360,404,502

$ -

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $98,628,962 of which $63,392,256 and $35,236,706 will expire on Octo-ber 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity China Region Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $10,904,815) - See accompanying schedule:

Unaffiliated issuers (cost $1,524,284,829)

$ 2,088,737,295

 

Fidelity Central Funds (cost $85,697,131)

85,697,131

 

Total Investments (cost $1,609,981,960)

 

$ 2,174,434,426

Receivable for investments sold

6,262,368

Receivable for fund shares sold

4,252,327

Dividends receivable

316,915

Distributions receivable from Fidelity Central Funds

32,232

Other receivables

379,542

Total assets

2,185,677,810

 

 

 

Liabilities

Payable for investments purchased

$ 8,676,527

Payable for fund shares redeemed

1,327,650

Accrued management fee

1,262,835

Distribution and service plan fees payable

12,629

Other affiliated payables

465,006

Other payables and accrued expenses

243,621

Collateral on securities loaned, at value

11,164,250

Total liabilities

23,152,518

 

 

 

Net Assets

$ 2,162,525,292

Net Assets consist of:

 

Paid in capital

$ 1,682,005,306

Undistributed net investment income

25,575,304

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(109,507,734)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

564,452,416

Net Assets

$ 2,162,525,292

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($16,047,242 ÷ 507,608 shares)

$ 31.61

 

 

 

Maximum offering price per share (100/94.25 of $31.61)

$ 33.54

Class T:
Net Asset Value
and redemption price per share ($6,069,809 ÷ 192,817 shares)

$ 31.48

 

 

 

Maximum offering price per share (100/96.50 of $31.48)

$ 32.62

Class B:
Net Asset Value
and offering price per share ($2,495,982 ÷ 79,921 shares) A

$ 31.23

 

 

 

Class C:
Net Asset Value
and offering price per share ($5,938,380 ÷ 190,411 shares) A

$ 31.19

 

 

 

China Region:
Net Asset Value
, offering price and redemption price per share ($2,130,070,228 ÷ 66,960,488 shares)

$ 31.81

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($1,903,651 ÷ 59,886 shares)

$ 31.79

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity China Region Fund
Financial Statements - continued

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 51,267,009

Interest

 

839

Income from Fidelity Central Funds

 

512,014

Income before foreign taxes withheld

 

51,779,862

Less foreign taxes withheld

 

(4,706,256)

Total income

 

47,073,606

 

 

 

Expenses

Management fee

$ 15,034,894

Transfer agent fees

5,059,284

Distribution and service plan fees

128,222

Accounting and security lending fees

936,699

Custodian fees and expenses

1,216,014

Independent trustees' compensation

12,021

Registration fees

161,631

Audit

68,420

Legal

14,413

Interest

3,369

Miscellaneous

27,343

Total expenses before reductions

22,662,310

Expense reductions

(1,286,872)

21,375,438

Net investment income (loss)

25,698,168

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

87,323,739

Foreign currency transactions

(268,927)

Capital gain distributions from Fidelity Central Funds

1,892

Total net realized gain (loss)

 

87,056,704

Change in net unrealized appreciation (depreciation) on:

Investment securities

253,069,310

Assets and liabilities in foreign currencies

27

Total change in net unrealized appreciation (depreciation)

 

253,069,337

Net gain (loss)

340,126,041

Net increase (decrease) in net assets resulting from operations

$ 365,824,209

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 25,698,168

$ 19,321,348

Net realized gain (loss)

87,056,704

(37,545,495)

Change in net unrealized appreciation (depreciation)

253,069,337

584,945,489

Net increase (decrease) in net assets resulting from operations

365,824,209

566,721,342

Distributions to shareholders from net investment income

(17,788,313)

(7,631,813)

Distributions to shareholders from net realized gain

(5,540,851)

-

Total distributions

(23,329,164)

(7,631,813)

Share transactions - net increase (decrease)

(341,589,636)

858,935,262

Redemption fees

1,093,238

1,318,632

Total increase (decrease) in net assets

1,998,647

1,419,343,423

 

 

 

Net Assets

Beginning of period

2,160,526,645

741,183,222

End of period (including undistributed net investment income of $25,575,304 and undistributed net investment income of $17,665,449, respectively)

$ 2,162,525,292

$ 2,160,526,645

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009

2008 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 26.47

$ 16.67

$ 29.28

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .25

.30

.28

Net realized and unrealized gain (loss)

  5.15

9.63

(12.91)

Total from investment operations

  5.40

9.93

(12.63)

Distributions from net investment income

  (.20)

(.16)

-

Distributions from net realized gain

  (.07)

-

-

Total distributions

  (.27)

(.16)

-

Redemption fees added to paid in capital E

  .01

.03

.02

Net asset value, end of period

$ 31.61

$ 26.47

$ 16.67

Total Return B, C, D

  20.54%

60.41%

(43.07)%

Ratios to Average Net Assets F, I

 

 

 

Expenses before reductions

  1.38%

1.39%

1.44% A

Expenses net of fee waivers, if any

  1.38%

1.39%

1.44% A

Expenses net of all reductions

  1.31%

1.31%

1.30% A

Net investment income (loss)

  .91%

1.27%

2.63% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 16,047

$ 11,842

$ 340

Portfolio turnover rate G

  57%

88%

133%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class T

Years ended October 31,

2010

2009

2008 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 26.40

$ 16.65

$ 29.28

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .18

.23

.26

Net realized and unrealized gain (loss)

  5.13

9.64

(12.91)

Total from investment operations

  5.31

9.87

(12.65)

Distributions from net investment income

  (.18)

(.14)

-

Distributions from net realized gain

  (.07)

-

-

Total distributions

  (.24) J

(.14)

-

Redemption fees added to paid in capital E

  .01

.02

.02

Net asset value, end of period

$ 31.48

$ 26.40

$ 16.65

Total Return B, C, D

  20.27%

59.92%

(43.14)%

Ratios to Average Net Assets F, I

 

 

 

Expenses before reductions

  1.64%

1.66%

1.68% A

Expenses net of fee waivers, if any

  1.64%

1.66%

1.68% A

Expenses net of all reductions

  1.58%

1.58%

1.53% A

Net investment income (loss)

  .64%

1.00%

2.40% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 6,070

$ 3,139

$ 107

Portfolio turnover rate G

  57%

88%

133%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Total distributions of $.24 per share is comprised of distributions from net investment income of $.177 and distributions from net realized gain of $.065 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009

2008 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 26.28

$ 16.61

$ 29.28

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .04

.12

.20

Net realized and unrealized gain (loss)

  5.09

9.63

(12.89)

Total from investment operations

  5.13

9.75

(12.69)

Distributions from net investment income

  (.12)

(.10)

-

Distributions from net realized gain

  (.07)

-

-

Total distributions

  (.19)

(.10)

-

Redemption fees added to paid in capital E

  .01

.02

.02

Net asset value, end of period

$ 31.23

$ 26.28

$ 16.61

Total Return B, C, D

  19.63%

59.16%

(43.27)%

Ratios to Average Net Assets F, I

 

 

 

Expenses before reductions

  2.14%

2.15%

2.17% A

Expenses net of fee waivers, if any

  2.14%

2.15%

2.17% A

Expenses net of all reductions

  2.08%

2.06%

2.02% A

Net investment income (loss)

  .14%

.51%

1.91% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 2,496

$ 1,915

$ 155

Portfolio turnover rate G

  57%

88%

133%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class C

Years ended October 31,

2010

2009

2008 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 26.25

$ 16.61

$ 29.28

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .04

.12

.20

Net realized and unrealized gain (loss)

  5.09

9.62

(12.89)

Total from investment operations

  5.13

9.74

(12.69)

Distributions from net investment income

  (.13)

(.12)

-

Distributions from net realized gain

  (.07)

-

-

Total distributions

  (.20)

(.12)

-

Redemption fees added to paid in capital E

  .01

.02

.02

Net asset value, end of period

$ 31.19

$ 26.25

$ 16.61

Total Return B, C, D

  19.66%

59.18%

(43.27)%

Ratios to Average Net Assets F, I

 

 

 

Expenses before reductions

  2.14%

2.15%

2.13% A

Expenses net of fee waivers, if any

  2.14%

2.15%

2.13% A

Expenses net of all reductions

  2.07%

2.07%

1.98% A

Net investment income (loss)

  .15%

.51%

1.95% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 5,938

$ 3,806

$ 233

Portfolio turnover rate G

  57%

88%

133%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - China Region

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 26.55

$ 16.69

$ 41.52

$ 22.94

$ 17.74

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .34

.33

.39

.46

.42

Net realized and unrealized gain (loss)

  5.18

9.68

(20.42)

18.58

4.99

Total from investment operations

  5.52

10.01

(20.03)

19.04

5.41

Distributions from net investment income

  (.21)

(.17)

(.32)

(.29)

(.22)

Distributions from net realized gain

  (.07)

-

(4.53)

(.20)

-

Total distributions

  (.27) F

(.17)

(4.85)

(.49)

(.22)

Redemption fees added to paid in capital B

  .01

.02

.05

.03

.01

Net asset value, end of period

$ 31.81

$ 26.55

$ 16.69

$ 41.52

$ 22.94

Total Return A

  20.97%

60.77%

(53.75)%

84.73%

30.83%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  1.06%

1.12%

1.11%

1.08%

1.14%

Expenses net of fee waivers, if any

  1.06%

1.12%

1.11%

1.08%

1.14%

Expenses net of all reductions

  1.00%

1.03%

.96%

.92%

1.08%

Net investment income (loss)

  1.22%

1.54%

1.45%

1.64%

1.99%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,130,070

$ 2,138,141

$ 740,289

$ 2,044,527

$ 734,793

Portfolio turnover rate D

  57%

88%

133%

173%

36%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Total distributions of $.27 per share is comprised of distributions from net investment income of $.209 and distributions from net realized gain of $.065 per share.

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009

2008 G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 26.55

$ 16.70

$ 29.28

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .33

.37

.34

Net realized and unrealized gain (loss)

  5.18

9.64

(12.94)

Total from investment operations

  5.51

10.01

(12.60)

Distributions from net investment income

  (.22)

(.18)

-

Distributions from net realized gain

  (.07)

-

-

Total distributions

  (.28) I

(.18)

-

Redemption fees added to paid in capital D

  .01

.02

.02

Net asset value, end of period

$ 31.79

$ 26.55

$ 16.70

Total Return B, C

  20.92%

60.78%

(42.96)%

Ratios to Average Net Assets E, H

 

 

 

Expenses before reductions

  1.11%

1.08%

1.05% A

Expenses net of fee waivers, if any

  1.11%

1.08%

1.05% A

Expenses net of all reductions

  1.04%

1.00%

.91% A

Net investment income (loss)

  1.18%

1.58%

3.02% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 1,904

$ 1,684

$ 60

Portfolio turnover rate F

  57%

88%

133%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Total distributions of $.28 per share is comprised of distributions from net investment income of $.216 and distributions from net realized gain of $.065 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity China Region Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, China Region and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in significant transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Security Valuation - continued

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short term gain distributions from Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), capital loss carryforwards, and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 570,685,518

Gross unrealized depreciation

(18,690,935)

Net unrealized appreciation (depreciation)

$ 551,994,583

 

 

Tax Cost

$ 1,622,439,843

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 27,154,415

Capital loss carryforward

$ (98,628,962)

Net unrealized appreciation (depreciation)

$ 551,994,533

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 23,329,164

$ 7,631,813

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,178,264,344 and $1,564,472,776, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 34,107

$ 571

Class T

.25%

.25%

23,236

-

Class B

.75%

.25%

22,523

16,917

Class C

.75%

.25%

48,356

25,041

 

 

 

$ 128,222

$ 42,529

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 26,257

Class T

4,876

Class B*

4,727

Class C*

1,934

 

$ 37,794

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports,

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 40,906

.30

Class T

14,660

.31

Class B

7,069

.31

Class C

15,003

.31

China Region

4,977,237

.24

Institutional Class

4,409

.28

 

$ 5,059,284

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment advisor. The commissions paid to these affiliated firms were $286 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 12,377,773

.45%

$ 3,369

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $8,385 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Market (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $439,269. During the period, there were no securities loaned to FCM.

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $1,286,872 for the period.

Annual Report

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Class A

$ 99,129

$ 4,014

Class T

24,223

973

Class B

9,817

969

Class C

22,748

1,793

China Region

17,620,183

7,623,415

Institutional Class

12,213

649

Total

$ 17,788,313

$ 7,631,813

From net realized gain

 

 

Class A

$ 32,057

$ -

Class T

8,895

-

Class B

5,146

-

Class C

11,118

-

China Region

5,479,960

-

Institutional Class

3,675

-

Total

$ 5,540,851

$ -

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Class A

 

 

 

 

Shares sold

342,123

476,918

$ 9,544,171

$ 10,951,377

Reinvestment of distributions

4,199

220

118,611

3,532

Shares redeemed

(286,153)

(50,111)

(7,654,399)

(1,196,308)

Net increase (decrease)

60,169

427,027

$ 2,008,383

$ 9,758,601

Class T

 

 

 

 

Shares sold

132,233

124,214

$ 3,681,750

$ 2,764,790

Reinvestment of distributions

1,158

61

32,661

973

Shares redeemed

(59,475)

(11,807)

(1,609,136)

(289,925)

Net increase (decrease)

73,916

112,468

$ 2,105,275

$ 2,475,838

Class B

 

 

 

 

Shares sold

41,380

76,310

$ 1,126,249

$ 1,715,391

Reinvestment of distributions

486

60

13,648

969

Shares redeemed

(34,810)

(12,815)

(913,219)

(303,220)

Net increase (decrease)

7,056

63,555

$ 226,678

$ 1,413,140

Class C

 

 

 

 

Shares sold

121,441

162,651

$ 3,346,120

$ 3,650,852

Reinvestment of distributions

1,162

112

32,596

1,793

Shares redeemed

(77,220)

(31,751)

(2,041,365)

(779,443)

Net increase (decrease)

45,383

131,012

$ 1,337,351

$ 2,873,202

China Region

 

 

 

 

Shares sold

29,402,822

54,595,118

$ 826,039,335

$ 1,249,255,109

Reinvestment of distributions

782,007

454,390

22,169,887

7,297,501

Shares redeemed

(43,745,336)

(18,885,174)

(1,195,393,614)

(415,361,909)

Net increase (decrease)

(13,560,507)

36,164,334

$ (347,184,392)

$ 841,190,701

Institutional Class

 

 

 

 

Shares sold

53,076

72,363

$ 1,486,647

$ 1,546,935

Reinvestment of distributions

500

40

14,160

649

Shares redeemed

(57,102)

(12,559)

(1,583,738)

(323,804)

Net increase (decrease)

(3,526)

59,844

$ (82,931)

$ 1,223,780

Annual Report

Notes to Financial Statements - continued

11. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity China Region Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity China Region Fund (a fund of Fidelity Investment Trust) at October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity China Region Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 17, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

Trustees and Officers - continued

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

Name, Age; Principal Occupations and Other Relevant Experience+

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-
present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Annual Report

Trustees and Officers - continued

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-
present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Advisor China Region Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Institutional Class

12/06/10

12/03/10

$0.373

$0.025

The fund designates 38% of the dividend distributed during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Institutional Class

12/07/09

$0.312

$0.0314

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity China Region Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured over multiple periods against a broad-based securities market index. The Board noted that FMR does not believe that a meaningful peer group exists against which to compare the fund's performance. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, as available, the cumulative total returns of the retail class and Class B of the fund and the cumulative total returns of a broad-based securities market index ("benchmark"). The returns of the retail class and Class B show the performance of the highest performing class (based on five-year performance) and the lowest performing class (based on one-year performance), respectively.

Fidelity China Region Fund

fid973

The Board noted that the investment performance of the retail class of the fund compared favorably to its benchmark for the three- and five-year periods, although the fund's one-year cumulative total return was lower than its benchmark. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Annual Report

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 7% means that 93% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Fidelity China Region Fund

fid975

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each class ranked below its competitive median for 2009.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investments (Japan) Limited

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Ltd.
Fidelity Management & Research
(Hong Kong) Limited
Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

Brown Brothers Harriman & Co.,
Boston, MA

AHKCI-UANN-1210
1.861450.102

fid233

Fidelity®
Emerging Markets
Fund -
Class K

Annual Report

October 31, 2010
(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-835-5092 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total returns will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

Class K A

26.03%

12.64%

12.97%

A The initial offering of Class K shares took place on May 9, 2008. Returns prior to May 9, 2008 are those of Fidelity Emerging Markets Fund, the original class of the fund.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Emerging Markets Fund - Class K on October 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the MSCI® Emerging Markets (EM) Index performed over the same period. The initial offering of Class K took place on May 9, 2008. See above for additional information regarding the performance of Class K.

fid990

Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Robert von Rekowsky, Portfolio Manager of Fidelity® Emerging Markets Fund: During the past year, the fund's Class K shares gained 26.03%, topping the 23.89% gain return of the MSCI Emerging Markets Index. Relative performance was aided by stock selection and an overweighting in consumer discretionary. Solid picks in information technology, energy and materials also bolstered our results, as did underweighting financials. From a country standpoint, security selection in Russia, China, India and South Korea aided performance, along with an overweighting and rewarding stock picking in Indonesia. Two Chinese stocks topped our list of relative contributors: an out-of-benchmark stake in Internet search/advertising Baidu and not owning weak-performing index component China Life Insurance. Indonesian tobacco producer/distributor Gudang Garam also bolstered results. On the negative side, a small cash position dampened the fund's gain in a rising market. Weak stock selection and an underweighting in industrials also hurt, as did lackluster picks in utilities and telecommunication services. Geographically, our selections in Brazil were weak, and underweighting Chile also hurt. Hungarian holding OTP Bank suffered from that nation's decision to impose a bank tax, and I liquidated the position. Russian oil producer Rosneft also detracted.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity Emerging Markets Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to October 31, 2010

Emerging Markets

1.13%

 

 

 

Actual

 

$ 1,000.00

$ 1,105.80

$ 6.00

Hypothetical A

 

$ 1,000.00

$ 1,019.51

$ 5.75

Class K

.90%

 

 

 

Actual

 

$ 1,000.00

$ 1,107.10

$ 4.78

Hypothetical A

 

$ 1,000.00

$ 1,020.67

$ 4.58

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Fidelity Emerging Markets Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

fid249

Brazil

13.6%

 

fid581

Korea (South)

11.6%

 

fid583

India

8.7%

 

fid585

Russia

7.9%

 

fid587

China

7.8%

 

fid589

Taiwan

7.0%

 

fid591

South Africa

6.4%

 

fid593

Indonesia

6.0%

 

fid595

Hong Kong

4.0%

 

fid267

Other

27.0%

 

fid1002

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

fid249

Brazil

14.0%

 

fid581

Korea (South)

12.0%

 

fid583

Russia

8.5%

 

fid585

China

7.9%

 

fid587

South Africa

7.5%

 

fid589

Taiwan

6.8%

 

fid591

India

6.7%

 

fid593

Indonesia

4.4%

 

fid595

Hong Kong

4.0%

 

fid267

Other

28.2%

 

fid1014

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

98.2

97.2

Short-Term Investments and Net Other Assets

1.8

2.8

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

America Movil SAB de CV Series L sponsored ADR (Mexico, Wireless Telecommunication Services)

2.1

1.3

Petroleo Brasileiro SA - Petrobras (PN) (non-vtg.) (Brazil, Oil, Gas & Consumable Fuels)

2.0

2.9

Vale SA (PN-A) sponsored ADR (Brazil, Metals & Mining)

2.0

3.5

Samsung Electronics Co. Ltd. (Korea (South), Semiconductors & Semiconductor Equipment)

1.9

2.5

Banco Bradesco SA (PN) sponsored ADR (Brazil, Commercial Banks)

1.8

1.3

CNOOC Ltd. (Hong Kong, Oil, Gas & Consumable Fuels)

1.8

1.5

Industrial & Commercial Bank of China Ltd. (H Shares) (China, Commercial Banks)

1.8

1.6

China Mobile (Hong Kong) Ltd. (Hong Kong, Wireless Telecommunication Services)

1.5

1.3

Hyundai Motor Co. (Korea (South), Automobiles)

1.4

1.3

Sberbank (Savings Bank of the Russian Federation) (Russia, Commercial Banks)

1.4

1.2

 

17.7

 

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

26.0

22.0

Materials

16.0

16.3

Energy

13.3

13.1

Consumer Discretionary

10.7

8.3

Information Technology

9.4

14.6

Industrials

7.2

5.5

Telecommunication Services

6.9

7.5

Consumer Staples

5.0

4.5

Utilities

2.0

2.8

Health Care

1.7

2.6

Annual Report

Fidelity Emerging Markets Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 98.2%

Shares

Value

Argentina - 0.4%

Banco Macro SA sponsored ADR

363,700

$ 18,130,445

Austria - 0.2%

Erste Bank AG

218,600

9,864,265

Bahamas (Nassau) - 0.2%

Petrominerales Ltd.

290,000

7,429,846

Bailiwick of Jersey - 0.7%

Heritage Oil PLC

1,647,993

9,095,944

Randgold Resources Ltd. sponsored ADR

199,700

18,755,824

West China Cement Ltd. (a)

14,412,000

5,577,939

TOTAL BAILIWICK OF JERSEY

33,429,707

Bermuda - 2.4%

Aquarius Platinum Ltd.:

(Australia)

3,233,117

18,592,187

(United Kingdom)

1,080,422

6,236,786

China Yurun Food Group Ltd.

5,091,000

19,802,438

CNPC (Hong Kong) Ltd.

15,122,000

19,235,984

Credicorp Ltd. (NY Shares)

91,200

11,480,256

Jinhui Shipping & Transportation Ltd. (a)

476,400

1,894,445

Orient Overseas International Ltd.

2,771,000

24,291,495

Sinofert Holdings Ltd. (a)

14,732,000

7,792,446

Texwinca Holdings Ltd.

7,198,000

7,856,163

TOTAL BERMUDA

117,182,200

Brazil - 13.6%

AES Tiete SA (PN) (non-vtg.)

659,800

9,094,939

Banco Bradesco SA (PN) sponsored ADR (d)

4,218,750

87,750,000

Banco do Brasil SA

1,781,300

34,658,494

Banco do Estado do Rio Grande do Sul SA

484,900

5,327,287

Brascan Residential Properties SA

806,600

4,390,498

Brasil Insurance Participacoes e Administracao SA (a)

6,400

5,078,768

Companhia de Bebidas das Americas (AmBev) (PN) sponsored ADR

238,200

33,166,968

Companhia Energetica de Minas Gerais (CEMIG) (PN) sponsored ADR (non-vtg.) (d)

9,515

169,748

Companhia Siderurgica Nacional SA (CSN) sponsored ADR (d)

2,292,396

38,695,644

Confab Industrial SA (PN) (non-vtg.)

791,900

2,862,794

Drogasil SA

317,000

8,018,170

Eletropaulo Metropolitana SA (PN-B)

360,900

6,300,688

Estacio Participacoes SA

351,400

5,248,692

Even Construtora e Incorporadora SA

598,400

3,404,957

Fleury SA

391,400

5,061,604

Gafisa SA sponsored ADR (d)

1,600,670

26,875,249

Light SA

657,200

8,274,879

Localiza Rent A Car SA

1,152,700

19,073,892

Lojas Renner SA

650,800

25,707,595

Natura Cosmeticos SA

718,900

20,579,844

OGX Petroleo e Gas Participacoes SA (a)

3,841,800

50,404,994

 

Shares

Value

OSX Brasil SA

14,300

$ 4,597,990

PDG Realty SA Empreendimentos e Participacoes

1,985,200

24,820,835

Petroleo Brasileiro SA - Petrobras:

(ON) sponsored ADR

435,500

14,859,260

(PN) (non-vtg.)

2,069,000

31,438,778

(PN) sponsored ADR (non-vtg.) (d)

2,159,621

67,358,579

TIM Participacoes SA sponsored ADR (non-vtg.)

543,200

17,523,632

Vale SA (PN-A) sponsored ADR

3,341,298

95,995,492

Weg SA

432,500

5,585,484

TOTAL BRAZIL

662,325,754

Canada - 1.8%

Eldorado Gold Corp.

1,211,911

20,521,329

First Quantum Minerals Ltd.

307,000

26,883,194

Niko Resources Ltd.

113,600

10,837,612

Pacific Rubiales Energy Corp. (a)

175,400

5,590,993

Sherritt International Corp.

801,200

6,229,548

Uranium One, Inc. (a)

3,812,200

15,586,699

TOTAL CANADA

85,649,375

Cayman Islands - 3.0%

3SBio, Inc. sponsored ADR (a)

475,177

7,151,414

Alibaba.com Ltd. (a)

2,150,000

4,199,452

China Shanshui Cement Group Ltd.

21,243,000

15,128,058

Daphne International Holdings Ltd.

13,592,000

15,185,515

Eurasia Drilling Co. Ltd.:

GDR (e)

118,300

3,016,650

GDR (Reg. S)

961,600

24,520,800

Evergreen International Holdings Ltd. (a)

260,000

154,298

Geely Automobile Holdings Ltd. (d)

26,870,000

15,148,770

Global Education & Technology Group Ltd. ADR (a)

18,900

187,677

Hidili Industry International Development Ltd.

14,040,000

14,961,509

International Mining Machinery Holdings Ltd.

10,358,500

9,020,464

Kingboard Chemical Holdings Ltd.

4,456,000

21,672,788

Kingboard Chemical Holdings Ltd. warrants 10/31/12 (a)

285,000

163,251

Microport Scientific Corp.

180,000

183,454

Shenguan Holdings Group Ltd.

4,400,000

5,733,269

Trina Solar Ltd. ADR (a)(d)

320,200

8,568,552

TOTAL CAYMAN ISLANDS

144,995,921

China - 7.8%

Anhui Expressway Co. Ltd. (H Shares)

6,682,000

5,086,122

Baidu.com, Inc. sponsored ADR (a)

197,022

21,674,390

China Communications Services Corp. Ltd. (H Shares)

14,080,000

8,210,495

China Construction Bank Corp.
(H Shares)

60,060,000

57,260,881

China Merchants Bank Co. Ltd.
(H Shares)

14,225,805

40,376,418

Common Stocks - continued

Shares

Value

China - continued

China Minsheng Banking Corp. Ltd.
(H Shares)

12,528,000

$ 11,653,202

China Suntien Green Energy Corp. Ltd.
(H Shares)

928,000

312,476

Digital China Holdings Ltd. (H Shares)

4,110,000

7,423,319

Golden Eagle Retail Group Ltd.
(H Shares)

7,900,000

20,995,323

Harbin Power Equipment Co. Ltd.
(H Shares)

11,592,000

15,613,028

Industrial & Commercial Bank of China Ltd. (H Shares)

106,013,000

85,343,799

Minth Group Ltd.

10,024,000

18,751,556

Ping An Insurance Group Co. China Ltd. (H Shares)

4,712,500

50,734,801

Weichai Power Co. Ltd. (H Shares)

778,000

10,217,758

Yantai Changyu Pioneer Wine Co.
(B Shares)

1,957,146

25,224,175

Zhaojin Mining Industry Co. Ltd.
(H Shares)

792,500

2,464,022

TOTAL CHINA

381,341,765

Colombia - 0.6%

Ecopetrol SA ADR (d)

573,525

27,380,084

Czech Republic - 1.2%

Ceske Energeticke Zavody AS

568,800

25,201,424

Komercni Banka AS

137,400

31,176,095

TOTAL CZECH REPUBLIC

56,377,519

Egypt - 0.8%

Commercial International Bank Ltd. sponsored GDR

5,117,374

39,147,911

Georgia - 0.2%

Bank of Georgia unit (a)

448,188

7,390,620

Hong Kong - 4.0%

China Mobile (Hong Kong) Ltd.

7,269,900

74,242,502

Chow Sang Sang Holdings International Ltd.

1,852,000

4,874,156

CNOOC Ltd.

30,682,000

64,055,369

CNOOC Ltd. sponsored ADR (d)

110,600

23,106,552

I.T Ltd.

4,784,000

4,036,428

Shanghai Industrial Holdings Ltd.

5,539,000

25,511,021

TOTAL HONG KONG

195,826,028

Hungary - 0.2%

Egis Rt.

64,600

7,589,391

India - 8.7%

Bank of Baroda

1,332,680

31,619,725

Bharat Heavy Electricals Ltd.

490,562

27,065,853

Housing Development Finance Corp. Ltd.

2,826,029

43,845,689

Idea Cellular Ltd. (a)

5,594,676

8,513,500

Indian Oil Corp. Ltd.

712,749

6,722,272

Indian Overseas Bank

2,111,333

7,611,755

Infosys Technologies Ltd. sponsored ADR

754,687

50,896,091

Infotech Enterprises Ltd.

635,785

2,346,631

 

Shares

Value

Infrastructure Development Finance Co. Ltd.

5,973,371

$ 26,959,343

ITC Ltd.

3,000

11,587

Jain Irrigation Systems Ltd.

3,891,395

20,367,821

JSW Steel Ltd.

1,009,390

30,559,525

LIC Housing Finance Ltd.

158,724

4,800,394

Radico Khaitan Ltd.

791,817

3,194,064

Reliance Industries Ltd.

2,424,858

59,971,813

Rural Electrification Corp. Ltd.

2,926,131

24,468,595

Shriram Transport Finance Co. Ltd.

521,712

10,374,212

Tata Consultancy Services Ltd.

1,723,966

40,951,243

Tata Steel Ltd.

469,734

6,246,164

Ultratech Cement Ltd.

694,085

17,223,330

TOTAL INDIA

423,749,607

Indonesia - 6.0%

Indofood Sukses Makmur Tbk PT (a)

6,969,500

4,444,879

PT Astra International Tbk

5,823,000

37,136,858

PT Bank Mandiri (Persero) Tbk

12,596,500

9,865,780

PT Bank Negara Indonesia (Persero) Tbk

53,406,500

23,304,631

PT Bank Rakyat Indonesia Tbk

26,382,500

33,651,491

PT Bank Tabungan Negara Tbk

31,323,000

6,974,289

PT Bumi Serpong Damai Tbk

42,621,500

4,005,821

PT Ciputra Development Tbk (a)

98,853,500

4,645,419

PT Delta Dunia Petroindo Tbk (a)

61,669,500

7,383,082

PT Gudang Garam Tbk

4,659,000

24,865,351

PT Indo Tambangraya Megah Tbk

2,801,000

14,165,603

PT Indocement Tunggal Prakarsa Tbk

14,414,500

29,514,415

PT Indofood Sukses Makmur Tbk

49,381,000

28,730,735

PT Kalbe Farma Tbk

28,924,000

8,656,965

PT Perusahaan Gas Negara Tbk Series B

40,412,100

18,312,598

PT Tambang Batubbara Bukit Asam Tbk

2,894,500

6,363,845

PT Tower Bersama Infrastructure Tbk

40,320,000

11,503,877

PT XL Axiata Tbk (a)

30,148,500

19,396,218

TOTAL INDONESIA

292,921,857

Kazakhstan - 0.3%

KazMunaiGas Exploration & Production JSC (Reg. S) GDR

765,611

13,168,509

Korea (South) - 11.6%

Busan Bank

794,140

9,887,024

CJ Corp.

255,250

18,000,286

Daegu Bank Co. Ltd.

683,020

8,959,132

Daelim Industrial Co.

181,061

14,748,942

Doosan Co. Ltd.

79,510

10,712,106

GS Holdings Corp.

257,960

13,534,582

Hanjin Heavy Industries & Consolidated Co. Ltd.

432,990

16,518,691

Honam Petrochemical Corp.

118,963

26,236,389

Hyundai Department Store Co. Ltd.

60,727

6,723,442

Hyundai Heavy Industries Co. Ltd.

106,992

34,871,109

Hyundai Mobis

192,422

47,912,986

Hyundai Motor Co.

457,060

69,097,545

Industrial Bank of Korea

2,202,190

31,627,713

Common Stocks - continued

Shares

Value

Korea (South) - continued

Kia Motors Corp.

986,550

$ 39,391,809

KT Corp.

478,990

18,884,825

LG Chemical Ltd.

60,514

18,673,504

Lumens Co. Ltd. (a)

760,009

6,758,638

NCsoft Corp.

98,911

21,770,092

Samsung Electronics Co. Ltd.

136,619

90,512,353

Shinhan Financial Group Co. Ltd.

1,214,820

47,047,935

Tong Yang Securities, Inc.

966,660

9,756,860

Young Poong Precision Corp.

230,057

2,690,306

TOTAL KOREA (SOUTH)

564,316,269

Lebanon - 0.0%

BLOM Bank SAL GDR

247,400

2,276,080

Luxembourg - 0.8%

Evraz Group SA GDR (a)

791,949

24,011,894

Millicom International Cellular SA

182,500

17,264,500

TOTAL LUXEMBOURG

41,276,394

Malaysia - 0.8%

AirAsia Bhd (a)

8,069,300

6,406,677

Axiata Group Bhd (a)

13,866,600

20,013,190

RHB Capital BHD

2,223,000

5,737,927

Top Glove Corp. Bhd

4,374,400

7,733,590

TOTAL MALAYSIA

39,891,384

Mexico - 2.6%

America Movil SAB de CV Series L sponsored ADR

1,795,733

102,823,666

Banco Compartamos SA de CV

2,500,800

17,715,477

Genomma Lab Internacional SA de CV (a)

3,371,200

7,323,533

TOTAL MEXICO

127,862,676

Nigeria - 0.3%

Guaranty Trust Bank PLC GDR (Reg. S)

2,221,301

16,126,645

Norway - 0.1%

Det Norske Oljeselskap ASA (DNO)
(A Shares) (a)(d)

2,936,300

4,610,442

Peru - 0.6%

Compania de Minas Buenaventura SA sponsored ADR

582,600

30,901,104

Poland - 0.1%

Bank Handlowy w Warszawie SA

210,365

6,641,824

Qatar - 0.3%

Commercial Bank of Qatar GDR (Reg. S)

2,702,839

12,384,856

Russia - 7.9%

Cherkizovo Group OJSC GDR (a)

485,391

9,888,943

LSR Group OJSC GDR (Reg. S) (a)

722,900

6,144,650

Magnit OJSC GDR (Reg. S)

1,249,300

33,406,282

Mechel Steel Group OAO sponsored ADR

950,200

22,377,210

OAO NOVATEK GDR

515,958

49,351,383

OAO Raspadskaya (a)

844,900

4,919,715

 

Shares

Value

OAO Tatneft sponsored ADR

947,500

$ 29,893,625

OJSC MMC Norilsk Nickel sponsored ADR

1,822,141

33,982,930

OJSC Oil Company Rosneft GDR
(Reg. S)

6,190,100

43,144,997

Polymetal JSC GDR (Reg. S) (a)

1,636,564

25,857,711

Protek (a)

293,800

533,347

RusHydro JSC:

rights 6/30/10 (a)

3,096,263

159,674

sponsored ADR (a)

4,157,133

21,513,163

Sberbank (Savings Bank of the Russian Federation)

13,713,000

45,064,903

Sberbank (Savings Bank of the Russian Federation) GDR

60,933

22,892,010

Severstal JSC (a)

467,200

6,376,102

Sistema JSFC sponsored GDR

890,621

22,978,022

TGK-1 OAO (a)

6,882,675,325

4,776,577

TOTAL RUSSIA

383,261,244

Singapore - 0.8%

Keppel Corp. Ltd.

2,227,000

17,171,799

Straits Asia Resources Ltd.

9,109,000

16,116,519

Yanlord Land Group Ltd.

3,704,000

4,922,259

TOTAL SINGAPORE

38,210,577

South Africa - 6.4%

African Bank Investments Ltd.

5,509,999

28,269,515

African Rainbow Minerals Ltd.

994,398

25,368,679

AngloGold Ashanti Ltd.

589,300

27,638,213

AngloGold Ashanti Ltd. sponsored ADR

348,600

16,422,546

Aspen Pharmacare Holdings Ltd.

1,479,177

19,743,335

Clicks Group Ltd.

2,764,327

18,034,096

Foschini Ltd.

1,921,394

23,322,622

Imperial Holdings Ltd.

48,385

789,143

Mr Price Group Ltd.

3,052,145

27,737,068

Mvelaphanda Resources Ltd. (a)

3,358,378

21,957,547

Shoprite Holdings Ltd.

1,843,435

26,057,906

Standard Bank Group Ltd.

3,028,681

44,662,457

Wilson Bayly Holmes-Ovcon Ltd.

396,657

7,665,816

Woolworths Holdings Ltd.

6,307,716

24,717,426

TOTAL SOUTH AFRICA

312,386,369

Spain - 0.3%

Banco Bilbao Vizcaya Argentaria SA sponsored ADR

658,724

8,662,221

Banco Santander SA sponsored ADR

343,700

4,402,797

TOTAL SPAIN

13,065,018

Taiwan - 7.0%

Advanced Semiconductor Engineering, Inc.

5,698,605

4,961,557

Advanced Semiconductor Engineering, Inc. sponsored ADR (d)

4,129,481

18,293,601

Alpha Networks, Inc.

8,089,000

7,189,048

Asia Cement Corp.

19,796,301

20,407,558

Common Stocks - continued

Shares

Value

Taiwan - continued

Chroma ATE, Inc.

3,913,256

$ 10,075,627

Farglory Land Development Co. Ltd.

3,224,000

8,006,012

Formosa Plastics Corp.

14,818,000

42,510,061

Fubon Financial Holding Co. Ltd.

24,000,651

29,407,758

HTC Corp.

2,520,100

56,898,844

Huaku Development Co. Ltd.

2,551,000

7,076,618

Macronix International Co. Ltd.

39,999,113

24,635,951

Pegatron Corp. (a)

8,394,000

11,368,446

Ruentex Development Co. Ltd.

2,587,000

4,294,057

Taishin Financial Holdings Co. Ltd.

61,465,380

26,911,815

Taiwan Cement Corp.

10,256,000

10,924,542

Taiwan Semiconductor Manufacturing Co. Ltd.

10,725,447

22,077,493

Unimicron Technology Corp.

2,828,000

4,814,207

Wistron Corp.

14,414,635

29,625,243

TOTAL TAIWAN

339,478,438

Thailand - 1.4%

Advanced Info Service PCL (For. Reg.)

5,978,900

17,972,646

Banpu PCL (For. Reg.)

523,000

13,520,441

BEC World PCL (For. Reg.)

8,241,200

9,152,301

Siam Commercial Bank PCL (For. Reg.)

8,516,300

29,155,670

Total Access Communication PCL (For. Reg.)

105,200

147,575

TOTAL THAILAND

69,948,633

Turkey - 3.2%

Enka Insaat ve Sanayi AS

2,195,888

10,027,934

Sinpas Gayrimenkul Yatirim Ortakligi AS (a)

4,277,000

6,500,634

Tofas Turk Otomobil Fabrikasi AS

3,432,151

19,023,636

Turk Hava Yollari AO

8,176,571

33,919,401

Turkiye Garanti Bankasi AS

9,585,895

58,813,272

Turkiye Halk Bankasi AS

2,524,000

25,516,280

TOTAL TURKEY

153,801,157

United Arab Emirates - 0.3%

DP World Ltd.

23,738,830

14,219,559

United Kingdom - 0.8%

Hikma Pharmaceuticals PLC

1,378,718

17,362,057

Xstrata PLC

1,171,870

22,708,502

TOTAL UNITED KINGDOM

40,070,559

 

Shares

Value

United States of America - 0.8%

CTC Media, Inc.

620,100

$ 14,634,360

Freeport-McMoRan Copper & Gold, Inc.

273,347

25,880,494

TOTAL UNITED STATES OF AMERICA

40,514,854

TOTAL COMMON STOCKS

(Cost $3,568,814,275)

4,775,144,886

Money Market Funds - 3.8%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)

51,945,705

51,945,705

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

133,749,591

133,749,591

TOTAL MONEY MARKET FUNDS

(Cost $185,695,296)

185,695,296

TOTAL INVESTMENT PORTFOLIO - 102.0%

(Cost $3,754,509,571)

4,960,840,182

NET OTHER ASSETS (LIABILITIES) - (2.0)%

(96,869,229)

NET ASSETS - 100%

$ 4,863,970,953

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $3,016,650 or 0.1% of net assets.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 152,773

Fidelity Securities Lending Cash Central Fund

695,966

Total

$ 848,739

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Brazil

$ 662,325,754

$ 657,246,986

$ 5,078,768

$ -

Korea (South)

564,316,269

545,431,444

18,884,825

-

India

423,749,607

392,129,882

31,619,725

-

Russia

383,261,244

383,261,244

-

-

China

381,341,765

381,341,765

-

-

Taiwan

339,478,438

312,439,388

27,039,050

-

South Africa

312,386,369

284,748,156

27,638,213

-

Indonesia

292,921,857

292,921,857

-

-

Hong Kong

195,826,028

57,528,157

138,297,871

-

Other

1,219,537,555

1,219,383,257

154,298

-

Money Market Funds

185,695,296

185,695,296

-

-

Total Investments in Securities:

$ 4,960,840,182

$ 4,712,127,432

$ 248,712,750

$ -

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Investments in Securities:

Beginning Balance

$ 59,240

Total Realized Gain (Loss)

(3,687,175)

Total Unrealized Gain (Loss)

3,692,447

Cost of Purchases

-

Proceeds of Sales

(64,512)

Amortization/Accretion

-

Transfers in to Level 3

-

Transfers out of Level 3

-

Ending Balance

$ -

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at October 31, 2010

$ -

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $581,445,081 of which $11,565,560 and $569,879,521 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Emerging Markets Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $130,680,343) - See accompanying schedule:

Unaffiliated issuers (cost $3,568,814,275)

$ 4,775,144,886

 

Fidelity Central Funds (cost $185,695,296)

185,695,296

 

Total Investments (cost $3,754,509,571)

 

$ 4,960,840,182

Foreign currency held at value (cost $1,301,907)

1,297,673

Receivable for investments sold

25,393,050

Receivable for fund shares sold

32,285,128

Dividends receivable

7,645,151

Distributions receivable from Fidelity Central Funds

60,063

Other receivables

1,818,612

Total assets

5,029,339,859

 

 

 

Liabilities

Payable for investments purchased

$ 18,095,363

Payable for fund shares redeemed

4,146,034

Accrued management fee

2,825,240

Other affiliated payables

1,043,321

Other payables and accrued expenses

5,509,357

Collateral on securities loaned, at value

133,749,591

Total liabilities

165,368,906

 

 

 

Net Assets

$ 4,863,970,953

Net Assets consist of:

 

Paid in capital

$ 4,249,475,033

Undistributed net investment income

44,633,128

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(632,028,917)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

1,201,891,709

Net Assets

$ 4,863,970,953

Emerging Markets:
Net Asset Value
, offering price and redemption price per share ($3,975,341,962 ÷ 154,545,221 shares)

$ 25.72

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($888,628,991 ÷ 34,507,270 shares)

$ 25.75

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 101,300,180

Interest

 

2,008

Income from Fidelity Central Funds

 

848,739

Income before foreign taxes withheld

 

102,150,927

Less foreign taxes withheld

 

(11,397,819)

Total income

 

90,753,108

 

 

 

Expenses

Management fee

$ 30,896,545

Transfer agent fees

11,669,686

Accounting and security lending fees

1,569,593

Custodian fees and expenses

3,986,795

Independent trustees' compensation

24,412

Registration fees

136,516

Audit

118,020

Legal

20,175

Interest

4,443

Miscellaneous

53,667

Total expenses before reductions

48,479,852

Expense reductions

(2,360,269)

46,119,583

Net investment income (loss)

44,633,525

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

528,879,058

Foreign currency transactions

(4,633,192)

Capital gain distributions from Fidelity Central Funds

4,197

Total net realized gain (loss)

 

524,250,063

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $1,362,215)

400,550,127

Assets and liabilities in foreign currencies

2,454

Total change in net unrealized appreciation (depreciation)

 

400,552,581

Net gain (loss)

924,802,644

Net increase (decrease) in net assets resulting from operations

$ 969,436,169

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 44,633,525

$ 29,313,306

Net realized gain (loss)

524,250,063

(579,779,624)

Change in net unrealized appreciation (depreciation)

400,552,581

1,728,712,395

Net increase (decrease) in net assets resulting from operations

969,436,169

1,178,246,077

Distributions to shareholders from net investment income

(23,159,233)

(37,630,187)

Distributions to shareholders from net realized gain

(26,416,955)

-

Total distributions

(49,576,188)

(37,630,187)

Share transactions - net increase (decrease)

23,065,054

603,896,717

Redemption fees

1,389,036

1,520,594

Total increase (decrease) in net assets

944,314,071

1,746,033,201

 

 

 

Net Assets

Beginning of period

3,919,656,882

2,173,623,681

End of period (including undistributed net investment income of $44,633,128 and undistributed net investment income of $23,182,142, respectively)

$ 4,863,970,953

$ 3,919,656,882

Financial Highlights - Emerging Markets

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 20.68

$ 13.71

$ 37.55

$ 22.04

$ 15.71

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .23

.17

.42 E

.25

.21

Net realized and unrealized gain (loss)

  5.05

7.03

(22.73)

15.44

6.31

Total from investment operations

  5.28

7.20

(22.31)

15.69

6.52

Distributions from net investment income

  (.12)

(.24)

(.19)

(.20)

(.21)

Distributions from net realized gain

  (.14)

-

(1.37)

-

-

Total distributions

  (.25) G

(.24)

(1.56)

(.20)

(.21)

Redemption fees added to paid in capital B

  .01

.01

.03

.02

.02

Net asset value, end of period

$ 25.72

$ 20.68

$ 13.71

$ 37.55

$ 22.04

Total Return A

  25.76%

53.95%

(61.84)%

71.81%

41.96%

Ratios to Average Net Assets C,F

 

 

 

 

 

Expenses before reductions

  1.14%

1.16%

1.07%

1.05%

1.11%

Expenses net of fee waivers, if any

  1.14%

1.16%

1.07%

1.05%

1.11%

Expenses net of all reductions

  1.09%

1.10%

1.02%

.99%

1.01%

Net investment income (loss)

  1.00%

1.09%

1.47% E

.89%

1.04%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 3,975,342

$ 3,649,582

$ 2,086,196

$ 6,609,045

$ 3,005,145

Portfolio turnover rate D

  85%

88%

63%

52%

66%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Investment income per share reflects a special dividend which amounted to $.09 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been 1.17%.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Total distributions of $.25 per share is comprised of distributions from net investment income of $.116 and distributions from net realized gain of $.135 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class K

Years ended October 31,

2010

2009

2008 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 20.69

$ 13.72

$ 31.99

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .28

.22

.15 G

Net realized and unrealized gain (loss)

  5.05

7.02

(18.43)

Total from investment operations

  5.33

7.24

(18.28)

Distributions from net investment income

  (.15)

(.28)

-

Distributions from net realized gain

  (.14)

-

-

Total distributions

  (.28) J

(.28)

-

Redemption fees added to paid in capital D

  .01

.01

.01

Net asset value, end of period

$ 25.75

$ 20.69

$ 13.72

Total Return B,C

  26.03%

54.44%

(57.11)%

Ratios to Average Net Assets E,I

 

 

 

Expenses before reductions

  .90%

.91%

.92% A

Expenses net of fee waivers, if any

  .90%

.91%

.92% A

Expenses net of all reductions

  .84%

.84%

.87% A

Net investment income (loss)

  1.24%

1.35%

2.02% A,G

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 888,629

$ 270,075

$ 87,427

Portfolio turnover rate F

  85%

88%

63%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Investment income per share reflects a special dividend which amounted to $.02 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been 1.71%.

H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Total distributions of $.28 per share is comprised of distributions from net investment income of $.148 and distributions from net realized gain of $.135 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Emerging Markets Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Emerging Markets and Class K shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in significant transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 1,205,006,815

Gross unrealized depreciation

(73,553,817)

Net unrealized appreciation (depreciation)

$ 1,131,452,998

 

 

Tax Cost

$ 3,829,387,184

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 68,927,382

Capital loss carryforward

$ (581,445,081)

Net unrealized appreciation (depreciation)

$ 1,131,567,331

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 49,576,188

$ 37,630,187

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Operating Policies.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $3,595,488,192 and $3,633,115,797, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of Emerging Markets. FIIOC receives an asset-based fee of Class K's average net assets. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Emerging Markets

$ 11,414,538

.29

Class K

255,148

.05

 

$ 11,669,686

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $78 for the period.

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 22,161,786

.46%

$ 3,986

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $16,938 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $695,966. During the period, there were no securities loaned to FCM.

9. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. The average daily loan balance during the period for which loans were outstanding amounted to $7,771,667. The weighted average interest rate was .71%. The interest expense amounted to $457 under the bank borrowing program. At period end, there were no bank borrowings outstanding.

10. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $2,359,897 for the period. In addition, through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $372.

Annual Report

Notes to Financial Statements - continued

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Emerging Markets

$ 21,030,807

$ 35,658,169

Class K

2,128,426

1,972,018

Total

$ 23,159,233

$ 37,630,187

From net realized gain

 

 

Emerging Markets

$ 24,475,486

$ -

Class K

1,941,469

-

Total

$ 26,416,955

$ -

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009 A

2010

2009 A

Emerging Markets

 

 

 

 

Shares sold

69,154,267

77,986,934

$ 1,590,197,264

$ 1,325,781,409

Conversion to Class K

-

(2,616,204)

-

(34,095,539)

Reinvestment of distributions

1,952,719

2,953,728

43,877,566

34,381,402

Shares redeemed

(92,999,725)

(54,051,229)

(2,095,951,354)

(822,757,665)

Net increase (decrease)

(21,892,739)

24,273,229

$ (461,876,524)

$ 503,309,607

Class K

 

 

 

 

Shares sold

28,708,422

7,005,118

$ 648,209,971

$ 114,260,792

Conversion from Emerging Markets

-

2,618,157

-

34,095,539

Reinvestment of distributions

181,368

169,855

4,069,895

1,972,018

Shares redeemed

(7,437,639)

(3,108,249)

(167,338,288)

(49,741,239)

Net increase (decrease)

21,452,151

6,684,881

$ 484,941,578

$ 100,587,110

A Conversion transactions for Class K and Emerging Markets are presented for the period November 1, 2008 through August 31, 2009.

13. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity Emerging Markets Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Emerging Markets Fund (a fund of Fidelity Investment Trust) at October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Emerging Markets Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 17, 2010

Annual Report

Trustees and Officers

The Trustees Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

Trustees and Officers - continued

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-835-5092.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for each fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-
present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for each fund.

Annual Report

Trustees and Officers - continued

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer, and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-
present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Emerging Markets Fund voted to pay shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Class K

12/06/10

12/03/10

$0.322

$0.129

Class K designates 63% of the dividend distributed in December 2009 as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Class K

12/07/09

$0.187

$0.0258

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Emerging Markets Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured over multiple periods against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, as available, the cumulative total returns of Class K and the retail class of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Fidelity Emerging Markets Fund

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The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class of the fund (the class with the longer performance record) was in the second quartile for the one- and five-year periods and the fourth quartile for the three-year period. The Board also noted that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board considered that the variations in performance between the fund's classes reflect the variations in class expenses, which result in lower performance for the higher expense class. The Board also reviewed the fund's performance since inception as well as performance in the current year.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Annual Report

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 7% means that 93% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Fidelity Emerging Markets Fund

fid1018

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each class ranked below its competitive median for 2009.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your workplace benefits (including your workplace savings plan, investments, and additional services) via your telephone or PC. You can access your plan and account information and research your investments 24 hours a day.

By Phone

Fidelity provides a single toll-free number to access plan information, account balances, positions, and quotes*. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

(phone_graphic)

Fidelity Workplace Investing
1-800-835-5092

By PC

Fidelity's web site on the Internet provides a wide range of information, including plan information, daily financial news, fund performance, interactive planning tools, and news about Fidelity products and services.

(computer_graphic)

Fidelity's Web Site
www.401k.com

* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

Annual Report

To Write Fidelity

We'll give your correspondence immediate attention and send you written confirmation upon completion of your request.

(letter_graphic)

For Non-Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

(letter_graphic)

For Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research (U.K.) Inc.
Fidelity Research & Analysis Company
FIL Investments (Japan) Limited
FIL Investment Advisors
FIL Investment Advisors
(U.K.) Limited
Fidelity Management & Research
(Hong Kong) Limited
Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional

Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodians

JPMorgan Chase Bank
New York, NY

Fidelity's International Equity Funds

Fidelity Canada Fund

Fidelity China Region Fund

Fidelity Diversified International Fund

Fidelity Emerging Asia Fund

Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund

Fidelity Emerging Markets Fund

Fidelity Europe Capital Appreciation Fund

Fidelity Europe Fund

Fidelity Global Balanced Fund

Fidelity Global Commodity Stock Fund

Fidelity International Capital Appreciation Fund

Fidelity International Discovery Fund

Fidelity International Growth Fund

Fidelity International Small Cap Fund

Fidelity International Small Cap Opportunities Fund

Fidelity International Value Fund

Fidelity Japan Fund

Fidelity Japan Smaller Companies Fund

Fidelity Latin America Fund

Fidelity Nordic Fund

Fidelity Overseas Fund

Fidelity Pacific Basin Fund

Fidelity Total International Equity Fund

Fidelity Worldwide Fund

Corporate Headquarters

82 Devonshire Street
Boston, MA 02109
www.fidelity.com

EMF-K-UANN-1210
1.863014.102

fid233

Fidelity®
Japan
Fund -

Class F

Annual Report

October 31, 2010
(2_fidelity_logos) (Registered_Trademark)

Contents

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-835-5092 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

Class F A

7.42%

-2.97%

-2.25%

A The initial offering of Class F shares took place on June 26, 2009. Returns prior to June 26, 2009 are those of Fidelity® Japan Fund, the original class of the fund.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity® Japan Fund - Class F on October 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the Tokyo Stock Price Index (TOPIX) performed over the same period. The initial offering of Class F took place on June 26, 2009. See above for additional information regarding the performance of Class F.

fid1032

Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI ® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Robert Rowland, Portfolio Manager of Fidelity® Japan Fund: During the past year, the fund's Class F shares returned 7.42%, handily beating the 3.70% gain of the Tokyo Stock Price Index (TOPIX). Strong stock picking in financials - particularly the diversified financials group - lifted the fund's results, as did favorable stock selection in industrials, consumer discretionary and information technology. Against a backdrop of improved credit conditions and a rebound in global equity markets, our holdings in non-bank financials, including Orix, Sompo Japan Insurance - which merged with NipponKoa Insurance to form NKSJ Holdings during the period - and Credit Saison, were among the leading contributors to performance. Other contributors included imaging and optical products manufacturer Canon, automaker Honda Motor, LCD (liquid-crystal display) component suppliers Nippon Electric Glass and Nitto Denko, and wireless telecommunication services and hardware provider NTT DoCoMo. Conversely, a large overweighting in financials, the benchmark's weakest-performing sector, undercut the benefit of favorable security selection in that group. Life insurer T&D Holdings detracted from performance, as did synthetic rubber/resin producer JSR and printed circuit board manufacturer Ibiden. Stanley Electric and Toyoda Gosei, makers of LED (light-emitting-diode) auto parts, also hurt.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity Japan Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including redemption fees, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to
October 31, 2010

Japan

.88%

 

 

 

Actual

 

$ 1,000.00

$ 950.50

$ 4.33

HypotheticalA

 

$ 1,000.00

$ 1,020.77

$ 4.48

Class F

.68%

 

 

 

Actual

 

$ 1,000.00

$ 952.40

$ 3.35

HypotheticalA

 

$ 1,000.00

$ 1,021.78

$ 3.47

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Fidelity Japan Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

fid249

Japan

94.5%

 

fid267

United States of America

5.5%

 

fid1036

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

fid249

Japan

92.7%

 

fid267

United States of America

7.3%

 

fid1040

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

94.5

92.7

Short-Term Investments and Net Other Assets

5.5

7.3

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Mitsubishi UFJ Financial Group, Inc. (Commercial Banks)

3.7

3.8

Sumitomo Mitsui Financial Group, Inc. (Commercial Banks)

3.6

4.0

ORIX Corp. (Consumer Finance)

3.5

2.5

Canon, Inc. (Office Electronics)

3.3

3.4

Sumitomo Trust & Banking Co. Ltd. (Commercial Banks)

3.1

2.5

Honda Motor Co. Ltd. (Automobiles)

2.7

2.8

Denso Corp. (Auto Components)

2.6

1.8

The Sumitomo Warehouse Co. Ltd. (Transportation Infrastructure)

2.2

1.6

Mitsubishi Estate Co. Ltd. (Real Estate Management & Development)

2.2

2.3

Mitsui & Co. Ltd. (Trading Companies & Distributors)

2.1

1.9

 

29.0

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

32.4

31.1

Consumer Discretionary

18.9

17.7

Industrials

18.1

14.9

Information Technology

11.6

13.3

Materials

6.7

6.8

Consumer Staples

3.9

2.3

Telecommunication Services

2.0

5.5

Health Care

0.9

1.1

Annual Report

Fidelity Japan Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 94.5%

Shares

Value

CONSUMER DISCRETIONARY - 18.9%

Auto Components - 6.8%

Denso Corp.

571,000

$ 17,757,013

NOK Corp.

444,700

7,941,269

Stanley Electric Co. Ltd.

713,500

11,978,855

Toyoda Gosei Co. Ltd.

420,600

9,063,258

 

46,740,395

Automobiles - 3.6%

Honda Motor Co. Ltd.

505,600

18,226,266

Toyota Motor Corp.

181,900

6,442,946

 

24,669,212

Household Durables - 1.6%

Sekisui House Ltd.

1,131,000

10,629,570

Leisure Equipment & Products - 1.9%

Nikon Corp.

361,900

6,834,764

Sega Sammy Holdings, Inc.

393,300

6,422,222

 

13,256,986

Media - 1.2%

Fuji Media Holdings, Inc.

6,020

7,974,798

Multiline Retail - 1.6%

Isetan Mitsukoshi Holdings Ltd.

418,540

4,618,087

Ryohin Keikaku Co. Ltd.

52,100

1,849,106

Takashimaya Co. Ltd.

611,000

4,599,403

 

11,066,596

Specialty Retail - 2.2%

Nishimatsuya Chain Co. Ltd.

544,600

5,244,998

Shimachu Co. Ltd.

136,300

2,799,850

Xebio Co. Ltd.

129,400

2,540,723

Yamada Denki Co. Ltd.

65,090

4,230,405

 

14,815,976

TOTAL CONSUMER DISCRETIONARY

129,153,533

CONSUMER STAPLES - 3.9%

Beverages - 1.2%

Coca-Cola West Co. Ltd.

92,300

1,411,971

Kirin Holdings Co. Ltd.

524,000

7,180,735

 

8,592,706

Food & Staples Retailing - 1.7%

FamilyMart Co. Ltd.

162,000

5,749,621

Lawson, Inc.

128,600

5,849,086

 

11,598,707

Personal Products - 1.0%

Kao Corp.

171,800

4,366,634

Kose Corp.

92,000

2,205,393

 

6,572,027

TOTAL CONSUMER STAPLES

26,763,440

 

Shares

Value

FINANCIALS - 32.4%

Capital Markets - 1.1%

Matsui Securities Co. Ltd.

762,300

$ 4,311,562

Nomura Holdings, Inc.

654,500

3,363,335

 

7,674,897

Commercial Banks - 13.8%

Chiba Bank Ltd.

1,415,000

8,735,989

Mitsubishi UFJ Financial Group, Inc.

5,428,400

25,193,229

Mizuho Financial Group, Inc.

5,627,500

8,161,669

Seven Bank Ltd.

3,403

6,127,683

Sumitomo Mitsui Financial Group, Inc.

836,600

24,970,624

Sumitomo Trust & Banking Co. Ltd.

3,891,000

21,244,095

 

94,433,289

Consumer Finance - 5.0%

Credit Saison Co. Ltd.

718,000

10,183,897

ORIX Corp.

264,690

24,143,464

 

34,327,361

Insurance - 5.9%

MS&AD Insurance Group Holdings, Inc.

248,900

5,962,872

NKSJ Holdings, Inc.

1,971,000

13,544,960

Sony Financial Holdings, Inc.

2,047

7,122,654

T&D Holdings, Inc.

661,000

13,497,219

 

40,127,705

Real Estate Investment Trusts - 3.0%

Japan Prime Realty Investment Corp.

1,808

4,491,353

Japan Real Estate Investment Corp.

873

8,407,791

Nomura Real Estate Office Fund, Inc.

1,283

7,884,224

 

20,783,368

Real Estate Management & Development - 3.6%

Mitsubishi Estate Co. Ltd.

829,000

14,522,786

Mitsui Fudosan Co. Ltd.

513,000

9,700,967

 

24,223,753

TOTAL FINANCIALS

221,570,373

HEALTH CARE - 0.9%

Health Care Providers & Services - 0.9%

Alfresa Holdings Corp.

145,100

6,103,684

INDUSTRIALS - 18.1%

Air Freight & Logistics - 0.7%

Yamato Holdings Co. Ltd.

381,300

4,807,002

Building Products - 0.8%

Daikin Industries Ltd.

145,300

5,055,161

Construction & Engineering - 0.3%

Kandenko Co. Ltd.

365,000

2,127,314

Electrical Equipment - 2.4%

Mitsubishi Electric Corp.

984,000

9,222,202

Sumitomo Electric Industries Ltd.

585,600

7,451,617

 

16,673,819

Common Stocks - continued

Shares

Value

INDUSTRIALS - continued

Machinery - 2.8%

Fanuc Ltd.

53,100

$ 7,687,269

Kubota Corp.

686,000

6,083,491

NSK Ltd.

700,000

5,292,312

 

19,063,072

Marine - 0.5%

Iino Kaiun Kaisha Ltd.

313,500

1,402,510

Mitsui OSK Lines Ltd.

337,000

2,155,233

 

3,557,743

Road & Rail - 1.9%

East Japan Railway Co.

207,300

12,801,508

Trading Companies & Distributors - 6.5%

Itochu Corp.

1,207,800

10,585,501

Mitsubishi Corp.

535,700

12,867,342

Mitsui & Co. Ltd.

906,700

14,260,042

Sumitomo Corp.

499,200

6,320,275

 

44,033,160

Transportation Infrastructure - 2.2%

The Sumitomo Warehouse Co. Ltd.

2,943,000

15,287,361

TOTAL INDUSTRIALS

123,406,140

INFORMATION TECHNOLOGY - 11.6%

Computers & Peripherals - 0.9%

Fujitsu Ltd.

913,000

6,227,988

Electronic Equipment & Components - 4.6%

Ibiden Co. Ltd.

312,700

7,701,894

Nippon Electric Glass Co. Ltd.

357,000

4,588,812

Yamatake Corp.

525,700

12,797,891

Yaskawa Electric Corp.

787,000

6,151,646

 

31,240,243

Office Electronics - 4.0%

Canon, Inc.

489,300

22,524,082

Konica Minolta Holdings, Inc.

531,000

5,131,023

 

27,655,105

Semiconductors & Semiconductor Equipment - 1.5%

ROHM Co. Ltd.

75,800

4,728,669

Tokyo Electron Ltd.

92,700

5,230,445

 

9,959,114

Software - 0.6%

Nintendo Co. Ltd.

16,100

4,171,554

TOTAL INFORMATION TECHNOLOGY

79,254,004

 

Shares

Value

MATERIALS - 6.7%

Chemicals - 5.5%

JSR Corp.

608,200

$ 10,528,428

Mitsubishi Chemical Holdings Corp.

632,000

3,250,741

Nissan Chemical Industries Co. Ltd.

533,800

6,129,366

Nitto Denko Corp.

148,100

5,539,716

Shin-Etsu Chemical Co., Ltd.

155,000

7,837,731

Tokai Carbon Co. Ltd.

766,000

4,516,573

 

37,802,555

Containers & Packaging - 0.1%

Toyo Seikan Kaisha Ltd.

38,600

658,661

Metals & Mining - 1.1%

Nippon Steel Corp.

524,000

1,646,997

Sumitomo Metal Industries Ltd.

2,522,000

5,853,519

 

7,500,516

TOTAL MATERIALS

45,961,732

TELECOMMUNICATION SERVICES - 2.0%

Wireless Telecommunication Services - 2.0%

NTT DoCoMo, Inc.

8,265

13,932,109

TOTAL COMMON STOCKS

(Cost $752,409,896)

646,145,015

Money Market Funds - 2.0%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)
(Cost $13,390,434)

13,390,434

13,390,434

TOTAL INVESTMENT PORTFOLIO - 96.5%

(Cost $765,800,330)

659,535,449

NET OTHER ASSETS (LIABILITIES) - 3.5%

24,061,859

NET ASSETS - 100%

$ 683,597,308

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 117,234

Fidelity Securities Lending Cash Central Fund

20,227

Total

$ 137,461

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Consumer Discretionary

$ 129,153,533

$ 60,045,484

$ 69,108,049

$ -

Consumer Staples

26,763,440

15,216,071

11,547,369

-

Financials

221,570,373

71,722,129

149,848,244

-

Health Care

6,103,684

6,103,684

-

-

Industrials

123,406,140

18,817,185

104,588,955

-

Information Technology

79,254,004

35,551,654

43,702,350

-

Materials

45,961,732

16,068,144

29,893,588

-

Telecommunication Services

13,932,109

-

13,932,109

-

Money Market Funds

13,390,434

13,390,434

-

-

Total Investments in Securities:

$ 659,535,449

$ 236,914,785

$ 422,620,664

$ -

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $415,906,874 of which $151,185,501, $237,833,510 and $26,887,863 will expire on October 31, 2016, 2017 and 2018, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Japan Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

Assets

Investment in securities, at value - See accompanying schedule:

Unaffiliated issuers (cost $752,409,896)

$ 646,145,015

 

Fidelity Central Funds (cost $13,390,434)

13,390,434

 

Total Investments (cost $765,800,330)

 

$ 659,535,449

Receivable for investments sold

18,050,540

Receivable for fund shares sold

180,832

Dividends receivable

6,802,286

Distributions receivable from Fidelity Central Funds

2,255

Other receivables

23

Total assets

684,571,385

 

 

 

Liabilities

Payable for investments purchased

$ 51,037

Payable for fund shares redeemed

319,944

Accrued management fee

333,392

Transfer agent fee payable

144,298

Other affiliated payables

30,310

Other payables and accrued expenses

95,096

Total liabilities

974,077

 

 

 

Net Assets

$ 683,597,308

Net Assets consist of:

 

Paid in capital

$ 1,220,369,826

Undistributed net investment income

9,735,869

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(440,538,383)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(105,970,004)

Net Assets

$ 683,597,308

Japan:
Net Asset Value
, offering price and redemption price per share ($649,315,663 ÷ 61,440,930 shares)

$ 10.57

 

 

 

Class F:
Net Asset Value
, offering price and redemption price per share ($34,281,645 ÷ 3,235,101 shares)

$ 10.60

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 20,417,362

Income from Fidelity Central Funds

 

137,461

Income before foreign taxes withheld

 

20,554,823

Less foreign taxes withheld

 

(1,429,215)

Total income

 

19,125,608

 

 

 

Expenses

Management fee
Basic fee

$ 7,147,725

Performance adjustment

(919,668)

Transfer agent fees

2,272,841

Accounting and security lending fees

471,081

Custodian fees and expenses

156,426

Independent trustees' compensation

5,908

Registration fees

23,820

Audit

65,356

Legal

5,260

Miscellaneous

14,669

Total expenses before reductions

9,243,418

Expense reductions

(28)

9,243,390

Net investment income (loss)

9,882,218

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(10,754,900)

Foreign currency transactions

550,668

Total net realized gain (loss)

 

(10,204,232)

Change in net unrealized appreciation (depreciation) on:

Investment securities

55,315,671

Assets and liabilities in foreign currencies

251,854

Total change in net unrealized appreciation (depreciation)

 

55,567,525

Net gain (loss)

45,363,293

Net increase (decrease) in net assets resulting from operations

$ 55,245,511

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 9,882,218

$ 8,504,736

Net realized gain (loss)

(10,204,232)

(243,143,523)

Change in net unrealized appreciation (depreciation)

55,567,525

346,812,316

Net increase (decrease) in net assets resulting from operations

55,245,511

112,173,529

Distributions to shareholders from net investment income

(6,665,780)

(12,255,123)

Distributions to shareholders from net realized gain

(9,507,465)

(1,114,103)

Total distributions

(16,173,245)

(13,369,226)

Share transactions - net increase (decrease)

(305,864,432)

(173,975,850)

Redemption fees

107,736

118,891

Total increase (decrease) in net assets

(266,684,430)

(75,052,656)

 

 

 

Net Assets

Beginning of period

950,281,738

1,025,334,394

End of period (including undistributed net investment income of $9,735,869 and undistributed net investment income of $6,519,430, respectively)

$ 683,597,308

$ 950,281,738

Financial Highlights - Japan

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 10.03

$ 9.03

$ 18.00

$ 16.85

$ 15.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .10

.08

.10

.04

.01

Net realized and unrealized gain (loss)

  .61

1.04

(6.64)

1.35

1.85

Total from investment operations

  .71

1.12

(6.54)

1.39

1.86

Distributions from net investment income

  (.07)

(.11)

(.04)

(.01)

(.02)

Distributions from net realized gain

  (.10)

(.01)

(2.39)

(.23)

(.01)

Total distributions

  (.17)

(.12)

(2.43)

(.24)

(.03)

Redemption fees added to paid in capital B

  - F

- F

- F

- F

.02

Net asset value, end of period

$ 10.57

$ 10.03

$ 9.03

$ 18.00

$ 16.85

Total Return A

  7.12%

12.84%

(41.88)%

8.36%

12.54%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  .93%

.90%

1.12%

1.08%

1.08%

Expenses net of fee waivers, if any

  .93%

.90%

1.12%

1.08%

1.08%

Expenses net of all reductions

  .93%

.89%

1.10%

1.06%

1.05%

Net investment income (loss)

  .97%

.90%

.72%

.24%

.08%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 649,316

$ 944,902

$ 1,025,334

$ 1,779,451

$ 1,763,387

Portfolio turnover rate D

  43%

73%

78%

158%

78%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class F

Years ended October 31,

2010

2009 G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 10.04

$ 10.06

Income from Investment Operations

 

 

Net investment income (loss) D

  .12

- I

Net realized and unrealized gain (loss)

  .62

(.02)

Total from investment operations

  .74

(.02)

Distributions from net investment income

  (.08)

-

Distributions from net realized gain

  (.10)

-

Total distributions

  (.18)

-

Redemption fees added to paid in capital D, I

  -

-

Net asset value, end of period

$ 10.60

$ 10.04

Total Return B, C

  7.42%

(.20)%

Ratios to Average Net Assets E, H

 

 

Expenses before reductions

  .69%

.69% A

Expenses net of fee waivers, if any

  .69%

.69% A

Expenses net of all reductions

  .69%

.68% A

Net investment income (loss)

  1.21%

.07% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 34,282

$ 5,380

Portfolio turnover rate F

  43%

73%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Japan Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Japan and Class F shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class F shares of the Fund are only available for purchase by mutual funds for which Fidelity Management & Research Company (FMR) or an affiliate serves as investment manager. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent fees incurred. Certain expense reductions also differ by class. Subsequent to period end, all Class F shares were redeemed and the Fund no longer offers Class F shares to investors.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in significant transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 29,099,097

Gross unrealized depreciation

(170,403,023)

Net unrealized appreciation (depreciation)

$ (141,303,926)

 

 

Tax Cost

$ 800,839,375

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 20,143,517

Capital loss carryforward

$ (415,906,874)

Net unrealized appreciation (depreciation)

$ (141,009,049)

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 16,173,245

$ 13,369,226

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $399,130,044 and $697,219,555, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of Japan as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .62% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of Japan. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each applicable class were as follows:

 

Amount

% of
Average
Net Assets

Japan

$ 2,272,841

.24

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $4,048 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in

Annual Report

7. Security Lending - continued

recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. At period end, there were no security loans outstanding. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $20,227. During the period, there were no securities loaned to FCM.

8. Expense Reductions.

Through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $28.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Japan

$ 6,581,344

$ 12,255,123

Class F

84,436

-

Total

$ 6,665,780

$ 12,255,123

From net realized gain

 

 

Japan

$ 9,401,920

$ 1,114,103

Class F

105,545

-

Total

$ 9,507,465

$ 1,114,103

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009 A

2010

2009 A

Japan

 

 

 

 

Shares sold

20,810,343

14,149,369

$ 217,088,312

$ 138,053,275

Reinvestment of distributions

1,440,939

1,672,325

14,827,260

12,626,051

Shares redeemed

(55,048,520)

(35,103,846)

(565,865,726)

(330,281,121)

Net increase (decrease)

(32,797,238)

(19,282,152)

$ (333,950,154)

$ (179,601,795)

Class F

 

 

 

 

Shares sold

8,109,487

547,276

$ 83,695,320

$ 5,744,073

Reinvestment of distributions

18,463

-

189,982

-

Shares redeemed

(5,428,702)

(11,423)

(55,799,580)

(118,128)

Net increase (decrease)

2,699,248

535,853

$ 28,085,722

$ 5,625,945

A Share transactions for Class F are for the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

11. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, the Fidelity Freedom Funds and Fidelity Freedom K Funds were the owners of record, in aggregate, of approximately 29% of the total outstanding shares of the Fund.

12. Proposed Reorganization.

The Board of Trustees of the Fund has approved an Agreement and Plan of Reorganization between the Fund and Fidelity Advisor Japan Fund. The agreement provides for the transfer of all the assets and the assumption of all the liabilities of Fidelity Advisor Japan Fund in exchange solely for the

Annual Report

Notes to Financial Statements - continued

12. Proposed Reorganization - continued

number of equivalent shares of the Fund having the same aggregate net asset value as the outstanding shares of the corresponding classes of the Fidelity Advisor Japan Fund on the day the reorganization is effective.

The reorganization was approved by the Fidelity Advisor Japan Fund shareholders and is expected to become effective on or about December 17, 2010. The reorganization is expected to qualify as a tax-free transaction with no gain or loss recognized by the Funds or their shareholders. In addition, the Board of Trustees of the Fund approved the creation of additional classes of shares. The Fund commenced operations of Class A, T, B, C and Institutional Class on December 14, 2010.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity Japan Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Japan Fund (a fund of Fidelity Investment Trust) at October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Japan Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 17, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

Trustees and Officers - continued

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-835-5092.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-
present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Annual Report

Trustees and Officers - continued

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-
present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Japan Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Class F

12/13/10

12/10/10

$0.241

$0.211

Class F designates 75% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Class F

12/07/09

$0.081

$0.0127

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Japan Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for the retail class, as well as the fund's relative investment performance for the retail class measured over multiple periods against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, the cumulative total returns of the retail class of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund. (Class F of the fund had less than one year of performance as of December 31, 2009.) The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the retail class of the fund.

Fidelity Japan Fund

fid1042

The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class of the fund was in the first quartile for all the periods shown. The Board also noted that the investment performance of the retail class of the fund compared favorably to its benchmark for the one- and five-year periods, although the fund's three-year cumulative total return was lower than its benchmark. The Board also reviewed the fund's performance since inception as well as performance in the current year.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Annual Report

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group is broader than the Lipper peer group used by the Board for performance comparisons because the Total Mapped Group combines several Lipper investment objective categories while the Lipper peer group does not. The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 15% means that 85% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Fidelity Japan Fund

fid1044

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each class ranked below its competitive median for 2009.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your workplace benefits (including your workplace savings plan, investments, and additional services) via your telephone or PC. You can access your plan and account information and research your investments 24 hours a day.

By Phone

Fidelity provides a single toll-free number to access plan information, account balances, positions, and quotes*. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

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Fidelity Workplace Investing
1-800-835-5092

By PC

Fidelity's web site on the Internet provides a wide range of information, including plan information, daily financial news, fund performance, interactive planning tools, and news about Fidelity products and services.

(computer_graphic)

Fidelity's Web Site
www.401k.com

* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

Annual Report

To Write Fidelity

We'll give your correspondence immediate attention and send you written confirmation upon completion of your request.

(letter_graphic)

For Non-Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

(letter_graphic)

For Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research (U.K.) Inc.
Fidelity Research & Analysis Company
FIL Investments (Japan) Limited
FIL Investment Advisors
FIL Investment Advisors
(U.K.) Limited
Fidelity Management & Research
(Hong Kong) Limited
Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional

Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodians

JPMorgan Chase Bank
New York, NY

JPN-F-ANN-1210
1.891746.101

fid233

Fidelity AdvisorSM
Latin America Fund-
Class A, Class T, Class B and Class C

Annual Report

October 31, 2010

Class A, Class T, Class B, and Class C are
classes of Fidelity® Latin America Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

This report and the financial statements contained herein are submitted for the general information of the shareholders of the funds. This report is not authorized for distribution to prospective investors in the funds unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view each fund's most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the funds nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow. Returns reflect the conversion of Class B shares to Class A shares after a maximum of seven years.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

  Class A (incl. 5.75% sales charge ) A

18.63%

16.36%

17.19%

  Class T (incl. 3.50% sales charge) B

21.44%

16.91%

17.46%

  Class B (incl. contingent deferred sales charge) C

20.78%

17.52%

17.87%

  Class C (incl. contingent deferred sales charge) D

24.78%

17.73%

17.87%

A The initial offering of Class A shares took place on September 28, 2010. Returns prior to September 28, 2010 are those of Fidelity Latin America Fund, the original class of the fund, which has no 12b-1 fee. Had Class A's 12b-1 fee been reflected, returns prior to September 28, 2010, would have been lower.

B The initial offering of Class T shares took place on September 28, 2010. Returns prior to September 28, 2010 are those of Fidelity Latin America Fund, the original class of the fund, which has no 12b-1 fee. Had Class T's 12b-1 fee been reflected, returns prior to September 28, 2010, would have been lower.

C The initial offering of Class B shares took place on September 28, 2010. Returns prior to September 28, 2010 are those of Fidelity Latin America Fund, the original class of the fund, which has no 12b-1 fee. Had Class B's 12b-1 fee been reflected, returns prior to September 28, 2010, would have been lower. Class B shares' contingent deferred sales charges included in the past one year, past five years, and past ten years total return figures are 5%, 2%, and 0%, respectively.

D The initial offering of Class C shares took place on September 28, 2010. Returns prior to September 28, 2010 are those of Fidelity Latin America Fund, the original class of the fund, which has no 12b-1 fee. Had Class C's 12b-1 fee been reflected, returns prior to September 28, 2010, would have been lower. Class C shares' contingent deferred sales charges included in the past one year, past five years, and past ten years total return figures are 1%, 0%, and 0%, respectively.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in FidelitySM Advisor Latin America Fund - Class A on October 31, 2000, and the current 5.75% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EM (Emerging Markets) - Latin America Index performed over the same period. The initial offering of Class A took place on September 28, 2010. See above for additional information regarding the performance of Class A.

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Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Adam Kutas, Portfolio Manager of Fidelity AdvisorSM Latin America Fund: For the year, the fund's Class A, Class T, Class B and Class C shares returned 25.87%, 25.85%, 25.78% and 25.78%, respectively (excluding sales charges), outperforming the MSCI EM (Emerging Markets) Latin America Index, which returned 23.75%. Stock selection in materials, consumer staples and health care contributed, as did underweighting the poor-performing energy sector. Conversely, unfavorable stock selection in utilities and underweighting financials hurt. Geographically, the fund benefited from solid picks in Brazil and its positioning in Chile. Underweighting Colombia and weak stock selection in Mexico dampened performance. Overweighting Chilean steel and iron producer CAP and underweighting Brazilian oil giant and major index component Petroleo Brasilerio (Petrobras) boosted performance. Banco Santander Chile also helped, as did four Brazilian companies: airline TAM, dental insurance company and out-of-benchmark holding Odontoprev, and food/beverage/tobacco firms Souza Cruz Industria Comerico and Companhia de Bebidas das Americas. The fund's modest cash position also held back performance amid a strong market. Not owning Mexican copper company and index component Grupo Mexico detracted, as did an investment in Brazilian cable TV company Net Servicos de Comunicacao. Untimely ownership of several firms also curtailed results: Brazilian electric utility Eletrobras, Brazilian brokerage Itausa and Peruvian bank Credicorp. Underweighting Chile's LAN Airlines detracted further. Some stocks I've mentioned were not held at period end.

Note to shareholders: Fidelity Advisor Latin America Fund may invest up to 35% of its total assets in any industry that represents more than 20% of the Latin American market. As of October 31, 2010, the fund did not have more than 25% of its total assets invested in any one industry.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity Latin America Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010) for Latin America and for the entire period (September 28, 2010 to October 31, 2010) for Class A,T,B,C and Institutional Class of Latin America.

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value

Ending
Account Value
October 31, 2010

Expenses Paid
During Period

Class A

1.37%

 

 

 

Actual

 

$ 1,000.00

$ 1,051.40

$ 1.31 B

Hypothetical A

 

$ 1,000.00

$ 1,018.30

$ 6.97 C

Class T

1.63%

 

 

 

Actual

 

$ 1,000.00

$ 1,051.20

$ 1.56 B

Hypothetical A

 

$ 1,000.00

$ 1,016.99

$ 8.29 C

Class B

2.12%

 

 

 

Actual

 

$ 1,000.00

$ 1,050.60

$ 2.02 B

Hypothetical A

 

$ 1,000.00

$ 1,014.52

$ 10.76 C

Class C

2.09%

 

 

 

Actual

 

$ 1,000.00

$ 1,050.60

$ 2.00 B

Hypothetical A

 

$ 1,000.00

$ 1,014.67

$ 10.61 C

Latin America

1.04%

 

 

 

Actual

 

$ 1,000.00

$ 1,141.90

$ 5.61 B

Hypothetical A

 

$ 1,000.00

$ 1,019.96

$ 5.30 C

Institutional Class

1.08%

 

 

 

Actual

 

$ 1,000.00

$ 1,051.50

$ 1.03 B

Hypothetical A

 

$ 1,000.00

$ 1,019.76

$ 5.50 C

A 5% return per year before expenses

B Actual expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period) for Latin America and multiplied by 34/365 (to reflect the period September 28, 2010 to October 31, 2010) for Class A,T,B,C and Institutional Class of Latin America.

C Hypothetical expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Fidelity Latin America Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

fid249

Brazil

59.9%

 

fid251

Mexico

15.9%

 

fid253

Chile

11.9%

 

fid255

United States of America

3.7%

 

fid257

Colombia

3.3%

 

fid259

Peru

2.0%

 

fid261

Luxembourg

1.3%

 

fid263

Bermuda

1.1%

 

fid265

Bahamas (Nassau)

0.5%

 

fid267

Other

0.4%

 

fid1071

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

fid249

Brazil

62.4%

 

fid251

Mexico

19.3%

 

fid253

Chile

9.5%

 

fid255

United States of America

3.9%

 

fid257

Luxembourg

1.6%

 

fid259

Peru

1.6%

 

fid261

Panama

0.9%

 

fid263

Colombia

0.3%

 

fid265

Bahamas (Nassau)

0.2%

 

fid267

Other

0.3%

 

fid1083

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

98.2

97.6

Short-Term Investments and Net Other Assets

1.8

2.4

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Itau Unibanco Banco Multiplo SA ADR (Brazil, Commercial Banks)

8.6

8.5

America Movil SAB de CV Series L sponsored ADR (Mexico, Wireless Telecommunication Services)

7.6

7.8

Vale SA (PN-A) sponsored ADR (Brazil, Metals & Mining)

6.0

9.5

Petroleo Brasileiro SA - Petrobras (PN) (non-vtg.) (Brazil, Oil, Gas & Consumable Fuels)

5.6

7.5

Petroleo Brasileiro SA - Petrobras (ON) sponsored ADR (Brazil, Oil, Gas & Consumable Fuels)

4.2

5.9

Companhia de Bebidas das Americas (AmBev) (PN) sponsored ADR (Brazil, Beverages)

4.1

2.6

Wal-Mart de Mexico SA de CV Series V (Mexico, Food & Staples Retailing)

3.7

3.3

Vale SA sponsored ADR (Brazil, Metals & Mining)

3.5

3.5

CAP SA (Chile, Metals & Mining)

3.3

2.7

Banco Santander Chile sponsored ADR (Chile, Commercial Banks)

2.7

2.0

 

49.3

 

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

21.2

15.5

Materials

19.3

22.5

Consumer Staples

16.6

13.0

Energy

13.2

14.9

Telecommunication Services

11.3

12.1

Utilities

6.0

7.2

Consumer Discretionary

5.7

5.7

Industrials

3.5

6.1

Health Care

1.0

0.6

Information Technology

0.4

0.0

Annual Report

Fidelity Latin America Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 98.2%

Shares

Value

Bahamas (Nassau) - 0.5%

Petrominerales Ltd. (d)

868,800

$ 22,258,794

Bermuda - 1.1%

Credicorp Ltd. (NY Shares)

384,100

48,350,508

Brazil - 59.9%

AES Tiete SA (PN) (non-vtg.)

6,083,145

83,852,428

Banco Bradesco SA:

(PN)

3,290,316

67,790,722

(PN) sponsored ADR (d)

5,543,722

115,309,418

BR Malls Participacoes SA

1,736,800

16,590,054

Brascan Residential Properties SA

7,648,900

41,634,619

Brasil Foods SA

1,630,700

23,657,228

Brasil Insurance Participacoes e Administracao SA (a)

7,700

6,110,393

Centrais Eletricas Brasileiras SA (Electrobras):

(PN-B) sponsored ADR (d)

986,165

16,123,798

sponsored ADR

843,700

11,786,489

Companhia de Bebidas das Americas (AmBev):

(PN) sponsored ADR (d)

1,320,026

183,800,420

sponsored ADR (d)

70,505

7,984,691

Companhia de Concessoes Rodoviarias

1,974,700

53,395,368

Companhia de Saneamento de Minas Gerais

63,876

979,993

CPFL Energia SA sponsored ADR (d)

420,967

30,238,060

Drogasil SA

441,000

11,154,614

Eletropaulo Metropolitana SA (PN-B)

802,120

14,003,623

Gerdau SA

390,500

3,879,291

Gerdau SA sponsored ADR (d)

682,800

8,903,712

Itau Unibanco Banco Multiplo SA

3,585,931

87,477,155

Itau Unibanco Banco Multiplo SA:

ADR

11,649,603

286,114,250

ADR (a)(e)

590,300

14,497,768

Itausa-Investimentos Itau SA (PN)

4,987,700

39,550,948

Light SA

695,700

8,759,637

Lojas Americanas SA (PN)

6,847,300

73,616,927

Lojas Renner SA

453,600

17,917,893

Multiplan Empreendimentos Imobiliarios SA

848,000

19,440,395

Multiplus SA

1,836,300

31,195,080

Net Servicos de Comunicacao SA (PN) (a)

5,225,440

70,278,666

Odontoprev SA

3,079,600

45,256,290

OGX Petroleo e Gas Participacoes SA (a)

4,974,700

65,268,813

Petroleo Brasileiro SA - Petrobras:

(ON)

938,228

15,745,597

(ON) sponsored ADR

5,079,420

173,309,810

(PN) (non-vtg.)

9,078,671

137,951,825

(PN) sponsored ADR (non-vtg.) (d)

3,646,533

113,735,364

Souza Cruz Industria Comerico

2,115,100

108,676,752

TAM SA (PN) sponsored ADR (ltd. vtg.)

2,776,336

68,492,209

TIM Participacoes SA

6,855,400

22,445,672

 

Shares

Value

TIM Participacoes SA sponsored ADR (non-vtg.) (d)

1,621,511

$ 52,309,945

Usinas Siderurgicas de Minas Gerais SA - Usiminas

1,195,650

17,430,120

Usinas Siderurgicas de Minas Gerais SA - Usiminas (PN-A) (non-vtg.)

3,663,500

45,718,378

Vale SA:

(PN-A)

1,813,500

50,902,084

(PN-A) sponsored ADR

7,709,345

221,489,482

sponsored ADR

4,963,500

159,526,890

Vivo Participacoes SA:

(PN)

806,938

23,242,395

sponsored ADR

1,310,041

37,519,574

TOTAL BRAZIL

2,705,064,840

Canada - 0.3%

Silver Standard Resources, Inc. (a)

506,800

12,305,108

Chile - 11.9%

Banco Santander Chile sponsored ADR

1,323,100

122,571,984

CAP SA

2,940,288

149,674,298

Cencosud SA

6,940,914

54,190,647

Compania Cervecerias Unidas SA

3,869,596

43,114,181

Compania Cervecerias Unidas SA sponsored ADR

241,700

13,595,625

Empresa Nacional de Electricidad SA

7,518,537

13,234,103

Empresas La Polar SA

1,801,860

12,851,907

Enersis SA

45,750,203

20,903,025

Enersis SA sponsored ADR

2,878,372

65,655,665

SACI Falabella

4,206,229

42,135,389

TOTAL CHILE

537,926,824

Colombia - 3.3%

BanColombia SA sponsored ADR

1,090,000

73,520,500

Bolsa de Valores de Colombia

385,727,359

9,479,081

Ecopetrol SA

27,756,465

66,550,312

Ecopetrol SA ADR

29,300

1,398,782

TOTAL COLOMBIA

150,948,675

Luxembourg - 1.3%

Millicom International Cellular SA

322,113

30,471,890

Ternium SA sponsored ADR

867,307

29,731,284

TOTAL LUXEMBOURG

60,203,174

Mexico - 15.9%

America Movil SAB de CV:

Series L

2,590,600

7,425,387

Series L sponsored ADR

5,867,205

335,956,158

Banco Compartamos SA de CV

1,219,100

8,636,011

Bolsa Mexicana de Valores SA de CV (d)

14,054,300

25,558,445

Coca-Cola FEMSA SAB de CV sponsored ADR

449,000

35,682,030

Fomento Economico Mexicano SAB de CV sponsored ADR

225,258

12,368,917

Common Stocks - continued

Shares

Value

Mexico - continued

Grupo Bimbo Sab de CV Series A

659,600

$ 5,084,322

Grupo Comercial Chedraui de CV (a)

5,790,100

18,729,160

Grupo Modelo SAB de CV Series C

5,980,200

33,487,764

Industrias Penoles SA de CV

1,201,630

34,040,265

Kimberly-Clark de Mexico SA de CV Series A

5,066,800

31,794,421

Wal-Mart de Mexico SA de CV
Series V

61,686,670

168,719,948

TOTAL MEXICO

717,482,828

Panama - 0.1%

Copa Holdings SA Class A

79,300

4,022,889

Peru - 2.0%

Compania de Minas Buenaventura SA sponsored ADR

1,710,200

90,709,008

United States of America - 1.9%

First Cash Financial Services, Inc. (a)

664,608

19,320,155

Mercadolibre, Inc. (a)(d)

269,000

17,788,970

Southern Copper Corp.

1,155,100

49,438,280

TOTAL UNITED STATES OF AMERICA

86,547,405

TOTAL COMMON STOCKS

(Cost $2,312,779,474)

4,435,820,053

Money Market Funds - 3.5%

Shares

Value

Fidelity Cash Central Fund, 0.23% (b)

53,737,385

$ 53,737,385

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

102,683,905

102,683,905

TOTAL MONEY MARKET FUNDS

(Cost $156,421,290)

156,421,290

TOTAL INVESTMENT PORTFOLIO - 101.7%

(Cost $2,469,200,764)

4,592,241,343

NET OTHER ASSETS (LIABILITIES) - (1.7)%

(74,745,375)

NET ASSETS - 100%

$ 4,517,495,968

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $14,497,768 or 0.3% of net assets.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 84,184

Fidelity Securities Lending Cash Central Fund

586,004

Total

$ 670,188

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Brazil

$ 2,705,064,840

$ 2,698,954,447

$ 6,110,393

$ -

Mexico

717,482,828

717,482,828

-

-

Chile

537,926,824

537,926,824

-

-

Colombia

150,948,675

150,948,675

-

-

Peru

90,709,008

90,709,008

-

-

United States of America

86,547,405

86,547,405

-

-

Luxembourg

60,203,174

60,203,174

-

-

Bermuda

48,350,508

48,350,508

-

-

Bahamas (Nassau)

22,258,794

22,258,794

-

-

Other

16,327,997

16,327,997

-

-

Money Market Funds

156,421,290

156,421,290

-

-

Total Investments in Securities:

$ 4,592,241,343

$ 4,586,130,950

$ 6,110,393

$ -

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $425,993,249 of which $18,806,576, $31,200,847 and $375,985,826 will expire on October 31, 2015, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

The capital loss carryforward expiring October 31, 2015 and October 31, 2016 were acquired from Fidelity Advisor Latin America Fund.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Latin America Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $101,291,620) - See accompanying schedule:

Unaffiliated issuers (cost $2,312,779,474)

$ 4,435,820,053

 

Fidelity Central Funds (cost $156,421,290)

156,421,290

 

Total Investments (cost $2,469,200,764)

 

$ 4,592,241,343

Foreign currency held at value (cost $10,492,341)

10,469,243

Receivable for investments sold

17,239,484

Receivable for fund shares sold

4,585,338

Dividends receivable

14,057,987

Distributions receivable from Fidelity Central Funds

53,766

Other receivables

570,099

Total assets

4,639,217,260

 

 

 

Liabilities

Payable for investments purchased

$ 10,996,858

Payable for fund shares redeemed

3,880,116

Accrued management fee

2,634,325

Distribution and service plan fees payable

91,638

Other affiliated payables

877,009

Other payables and accrued expenses

557,441

Collateral on securities loaned, at value

102,683,905

Total liabilities

121,721,292

 

 

 

Net Assets

$ 4,517,495,968

Net Assets consist of:

 

Paid in capital

$ 2,836,057,819

Undistributed net investment income

12,014,368

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(453,630,606)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

2,123,054,387

Net Assets

$ 4,517,495,968

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($115,625,689 ÷ 2,011,628 shares)

$ 57.48

 

 

 

Maximum offering price per share (100/94.25 of $57.48)

$ 60.99

Class T:
Net Asset Value
and redemption price per share ($36,820,312 ÷ 640,743 shares)

$ 57.47

 

 

 

Maximum offering price per share (100/96.50 of $57.47)

$ 59.55

Class B:
Net Asset Value
and offering price per share ($20,391,715 ÷ 355,023 shares)A

$ 57.44

 

 

 

Class C:
Net Asset Value
and offering price per share ($48,328,614 ÷ 841,390 shares)A

$ 57.44

 

 

 

Latin America:
Net Asset Value
, offering price and redemption price per share ($4,283,461,984 ÷ 74,497,448 shares)

$ 57.50

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($12,867,654 ÷ 223,808 shares)

$ 57.49

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 140,582,424

Interest

 

616

Income from Fidelity Central Funds

 

670,188

Income before foreign taxes withheld

 

141,253,228

Less foreign taxes withheld

 

(11,229,284)

Total income

 

130,023,944

 

 

 

Expenses

Management fee

$ 29,682,512

Transfer agent fees

9,142,613

Distribution and service plan fees

91,835

Accounting and security lending fees

1,584,130

Custodian fees and expenses

2,502,166

Independent trustees' compensation

23,783

Registration fees

191,852

Audit

73,353

Legal

20,416

Interest

8,537

Miscellaneous

54,353

Total expenses before reductions

43,375,550

Expense reductions

(1,043,771)

42,331,779

Net investment income (loss)

87,692,165

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

297,443,270

Capital gain distributions from Fidelity Central Funds

16,900

Foreign currency transactions

(3,949,502)

Total net realized gain (loss)

 

293,510,668

Change in net unrealized appreciation (depreciation) on:

Investment securities

519,646,669

Assets and liabilities in foreign currencies

(463,211)

Total change in net unrealized appreciation (depreciation)

 

519,183,458

Net gain (loss)

812,694,126

Net increase (decrease) in net assets resulting from operations

$ 900,386,291

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 87,692,165

$ 57,543,805

Net realized gain (loss)

293,510,668

(469,604,930)

Change in net unrealized appreciation (depreciation)

519,183,458

1,902,747,452

Net increase (decrease) in net assets resulting from operations

900,386,291

1,490,686,327

Distributions to shareholders from net investment income

(118,560,409)

(34,726,095)

Distributions to shareholders from net realized gain

(33,986,366)

-

Total distributions

(152,546,775)

(34,726,095)

Share transactions - net increase (decrease)

(275,675,234)

360,846,005

Redemption fees

1,583,234

1,335,831

Total increase (decrease) in net assets

473,747,516

1,818,142,068

 

 

 

Net Assets

Beginning of period

4,043,748,452

2,225,606,384

End of period (including undistributed net investment income of $12,014,368 and undistributed net investment income of $42,882,612, respectively)

$ 4,517,495,968

$ 4,043,748,452

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Period ended October 31,

2010 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 55.47

Income from Investment Operations

 

Net investment income (loss) E

  .02

Net realized and unrealized gain (loss)

  2.79

Total from investment operations

  2.81

Distributions from net investment income

  (.80)

Redemption fees added to paid in capital E,K

  -

Net asset value, end of period

$ 57.48

Total Return B,C,D

  5.14%

Ratios to Average Net Assets F,I

 

Expenses before reductions

  1.37% A

Expenses net of fee waivers, if any

  1.37% A

Expenses net of all reductions

  1.34% A

Net investment income (loss)

  .39% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 115,626

Portfolio turnover rate G

  56% J

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period September 28, 2010 (commencement of sale of shares) to October 31, 2010.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J The portfolio turnover rate does not include the assets acquired in the merger.

K Amount represents less than $.01 per share.

Financial Highlights - Class T

Period ended October 31,

2010 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 55.47

Income from Investment Operations

 

Net investment income (loss) E

  .01

Net realized and unrealized gain (loss)

  2.79

Total from investment operations

  2.80

Distributions from net investment income

  (.80)

Redemption fees added to paid in capital E,K

  -

Net asset value, end of period

$ 57.47

Total Return B,C,D

  5.12%

Ratios to Average Net Assets F,I

 

Expenses before reductions

  1.63% A

Expenses net of fee waivers, if any

  1.63% A

Expenses net of all reductions

  1.60% A

Net investment income (loss)

  .13% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 36,820

Portfolio turnover rate G

  56% J

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period September 28, 2010 (commencement of sale of shares) to October 31, 2010.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J The portfolio turnover rate does not include the assets acquired in the merger.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Period ended October 31,

2010 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 55.47

Income from Investment Operations

 

Net investment income (loss) E

  (.02)

Net realized and unrealized gain (loss)

  2.79

Total from investment operations

  2.77

Distributions from net investment income

  (.80)

Redemption fees added to paid in capital E,K

  -

Net asset value, end of period

$ 57.44

Total Return B,C,D

  5.06%

Ratios to Average Net Assets F,I

 

Expenses before reductions

  2.12% A

Expenses net of fee waivers, if any

  2.12% A

Expenses net of all reductions

  2.10% A

Net investment income (loss)

  (.36)% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 20,392

Portfolio turnover rate G

  56% J

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period September 28, 2010 (commencement of sale of shares) to October 31, 2010.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J The portfolio turnover rate does not include the assets acquired in the merger.

K Amount represents less than $.01 per share.

Financial Highlights - Class C

Period ended October 31,

2010 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 55.47

Income from Investment Operations

 

Net investment income (loss) E

  (.02)

Net realized and unrealized gain (loss)

  2.79

Total from investment operations

  2.77

Distributions from net investment income

  (.80)

Redemption fees added to paid in capital E,K

  -

Net asset value, end of period

$ 57.44

Total Return B,C,D

  5.06%

Ratios to Average Net Assets F,I

 

Expenses before reductions

  2.09% A

Expenses net of fee waivers, if any

  2.09% A

Expenses net of all reductions

  2.07% A

Net investment income (loss)

  (.34)% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 48,329

Portfolio turnover rate G

  56% J

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period September 28, 2010 (commencement of sale of shares) to October 31, 2010.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J The portfolio turnover rate does not include the assets acquired in the merger.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Latin America

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 47.29

$ 28.69

$ 67.90

$ 41.13

$ 29.40

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  1.07

.72

.83

.68

.82

Net realized and unrealized gain (loss)

  11.00

18.32

(37.74)

27.43

11.68

Total from investment operations

  12.07

19.04

(36.91)

28.11

12.50

Distributions from net investment income

  (1.49)

(.46)

(.65)

(.61)

(.46)

Distributions from net realized gain

  (.39)

-

(1.72)

(.77)

(.38)

Total distributions

  (1.88)

(.46)

(2.37)

(1.38)

(.84)

Redemption fees added to paid in capital B

  .02

.02

.07

.04

.07

Net asset value, end of period

$ 57.50

$ 47.29

$ 28.69

$ 67.90

$ 41.13

Total Return A

  25.91%

67.88%

(56.20)%

70.35%

43.57%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  1.03%

1.07%

1.02%

1.00%

1.05%

Expenses net of fee waivers, if any

  1.03%

1.07%

1.02%

1.00%

1.05%

Expenses net of all reductions

  1.01%

1.05%

1.00%

.98%

1.02%

Net investment income (loss)

  2.10%

2.04%

1.41%

1.33%

2.23%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 4,283,462

$ 4,043,748

$ 2,225,606

$ 6,219,690

$ 3,122,473

Portfolio turnover rate D

  56% F

52%

51%

52%

60%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F The portfolio turnover rate does not include the assets acquired in the merger.

Financial Highlights - Institutional Class

Period ended October 31,

2010 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 55.47

Income from Investment Operations

 

Net investment income (loss) D

  .03

Net realized and unrealized gain (loss)

  2.79

Total from investment operations

  2.82

Distributions from net investment income

  (.80)

Redemption fees added to paid in capital D,J

  -

Net asset value, end of period

$ 57.49

Total Return B,C

  5.15%

Ratios to Average Net Assets E,H

 

Expenses before reductions

  1.08% A

Expenses net of fee waivers, if any

  1.08% A

Expenses net of all reductions

  1.06% A

Net investment income (loss)

  .68% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 12,868

Portfolio turnover rate F

  56% I

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period September 28, 2010 (commencement of sale of shares) to October 31, 2010.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I The portfolio turnover rate does not include the assets acquired in the merger.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Latin America Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund launched shares of Class A, Class T, Class B, Class C, and Institutional Class and the existing class was designated Latin America on September 28, 2010. Each class has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 2,104,075,629

Gross unrealized depreciation

(24,006,376)

Net unrealized appreciation (depreciation)

$ 2,080,069,253

 

 

Tax Cost

$ 2,512,172,090

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 27,349,071

Capital loss carryforward

$ (425,993,249)

Net unrealized appreciation (depreciation)

$ 2,080,083,061

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 152,546,775

$ 34,726,095

Short-Term Trading (Redemption) Fees. Shares purchased by investors and held in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Operating Policies.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $2,260,960,609 and $2,764,008,467, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid
to FDC

Retained
by FDC

Class A

-%

.25%

$ 22,839

$ -

Class T

.25%

.25%

14,535

-

Class B

.75%

.25%

16,306

11,638

Class C

.75%

.25%

38,155

2,577

 

 

 

$ 91,835

$ 14,215

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 6,464

Class T

880

Class B

2,206

Class C

400

 

$ 9,950

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 27,211

.30*

Class T

8,883

.31*

Class B

4,861

.30*

Class C

10,426

.27*

Latin America

9,088,528

.22

Institutional Class

2,704

.26*

 

$ 9,142,613

 

* Annualized

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $6,632 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 12,527,535

.44%

$ 6,510

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $16,647 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash

Annual Report

Notes to Financial Statements - continued

8. Security Lending - continued

Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $586,004. During the period, there were no securities loaned to FCM.

9. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. The average daily loan balance during the period for which loans were outstanding amounted to $14,799,857. The weighted average interest rate was .70%. The interest expense amounted to $2,027 under the bank borrowing program. At period end, there were no bank borrowings outstanding.

10. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of Latin America's operating expenses. During the period, this reimbursement reduced the class' expenses by $62,575.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $980,935 for the period. In addition, through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $261.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010 A

2009

From net investment income

 

 

Class A

$ 1,442

$ -

Class T

1,442

-

Class B

1,442

-

Class C

1,442

-

Latin America

118,553,199

34,726,095

Institutional Class

1,442

-

Total

$ 118,560,409

$ 34,726,095

From net realized gain

 

 

Latin America

$ 33,986,366

$ -

A Distributions for Class A, Class T, Class B, Class C and Institutional Class are for the period September 28, 2010 (commencement of sale of shares) to October 31, 2010.

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010 A

2009

2010 A

2009

Class A

 

 

 

 

Shares sold

41,687

-

$ 2,369,263

$ -

Issued in exchange of shares of Fidelity Advisor Latin America Fund

2,023,866

 

113,640,086

 

Reinvestment of distributions

26

-

1,442

-

Shares redeemed

(53,951)

-

(3,076,408)

-

Net increase (decrease)

2,011,628

-

$ 112,934,383

$ -

Class T

 

 

 

 

Shares sold

18,758

-

$ 1,058,068

$ -

Issued in exchange of shares of Fidelity Advisor Latin America Fund

637,585

 

35,800,407

 

Reinvestment of distributions

26

-

1,442

-

Shares redeemed

(15,626)

-

(885,588)

-

Net increase (decrease)

640,743

-

$ 35,974,329

$ -

Annual Report

12. Share Transactions - continued

 

Shares

Dollars

Years ended October 31,

2010 A

2009

2010 A

2009

Class B

 

 

 

 

Shares sold

3,456

-

$ 192,197

$ -

Issued in exchange of shares of Fidelity Advisor Latin America Fund

359,402

 

20,176,816

 

Reinvestment of distributions

26

-

1,442

-

Shares redeemed

(7,861)

-

(450,086)

-

Net increase (decrease)

355,023

-

$ 19,920,369

$ -

Class C

 

 

 

 

Shares sold

17,327

-

$ 976,205

$ -

Issued in exchange of shares of Fidelity Advisor Latin America Fund

840,828

 

47,204,057

 

Reinvestment of distributions

26

-

1,442

-

Shares redeemed

(16,791)

-

(947,712)

-

Net increase (decrease)

841,390

-

$ 47,233,992

$ -

Latin America

 

 

 

 

Shares sold

22,062,249

31,352,380

$ 1,142,552,819

$ 1,172,903,800

Reinvestment of distributions

2,770,809

1,344,639

147,652,381

33,594,867

Shares redeemed

(35,850,914)

(24,759,791)

(1,794,503,952)

(845,652,662)

Net increase (decrease)

(11,017,856)

7,937,228

$ (504,298,752)

$ 360,846,005

Institutional Class

 

 

 

 

Shares sold

3,784

-

$ 212,699

$ -

Issued in exchange of shares of Fidelity Advisor Latin America Fund

228,366

 

12,822,761

 

Reinvestment of distributions

26

-

1,442

-

Shares redeemed

(8,368)

-

(476,457)

-

Net increase (decrease)

223,808

-

$ 12,560,445

$ -

A Share transactions for Class A, Class T, Class B, Class C and Institutional are for the period September 28, 2010 (commencement of sale of shares) to October 31, 2010.

13. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

14. Merger Information.

On October 1, 2010 the Fund acquired all of the assets and assumed all of the liabilities of the Fidelity Advisor Latin America Fund ("Target Fund") pursuant to an agreement and plan of reorganization approved by the Board of Trustees ("The Board") on July 6, 2010. The reorganization provides shareholders of the Target Fund access to a larger portfolio with the same investment objectives and lower expenses. The acquisition was accomplished by an exchange of 2,023,866 Class A shares, 637,585 Class T shares, 359,402 Class B shares, 840,828 Class C shares, and 228,366 Institutional class shares of the Fund, respectively, for 2,219,330 Class A shares, 700,912 Class T shares, 400,205 Class B shares, 940,861 Class C shares, and 245,559 Institutional class shares then outstanding (valued at $51.20, $51.08, $50.42, $50.17 and $52.22 per share for Class A, Class T, Class B, Class C, and Institutional class, respectively) of the Target Fund. The reorganization qualified as a tax-free reorganization for federal income tax purposes with no gain or loss recognized to the funds or their shareholders. The Target Fund's net assets, including securities of $229,225,487, unrealized appreciation of $95,358,358, and net other assets of $418,642, were combined with the Fund's net assets of $4,149,781,255 for total net assets after the acquisition of $4,379,425,384.

Pro forma results of operations of the combined entity for the entire year ended October 31, 2010, as though the acquisition had occurred as of the beginning of the year (rather than on the actual acquisition date), are as follows:

Net investment income (loss)

$ 90,969,628

Total net realized gain (loss)

302,327,523

Total change in net unrealized appreciation (depreciation)

548,871,563

Net increase (decrease) in net assets resulting from operations

942,168,714

Because the combined investment portfolios have been managed as a single portfolio since the acquisition was completed, it is not practicable to separate the amounts of revenue and earnings of the acquired fund that have been included in the Fund's accompanying Statement of Operations since October 1, 2010.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity Latin America Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Latin America Fund (a fund of Fidelity Investment Trust) at October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Latin America Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 17, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

Trustees and Officers - continued

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1983

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-
present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present).
Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Annual Report

Trustees and Officers - continued

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-
present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Latin America Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Class A

12/06/2010

12/03/2010

$0.160

$0.200

Class T

12/06/2010

12/03/2010

$0.118

$0.200

Class B

12/06/2010

12/03/2010

$0.040

$0.200

Class C

12/06/2010

12/03/2010

$0.062

$0.200

Class A designates 100%, Class T designates 100%, Class B designates 100%, and Class C designates 100% of the dividends distributed in September 2010 as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Class A

09/30/2010

$0.686

$0.0948

Class T

09/30/2010

$0.686

$0.0948

Class B

09/30/2010

$0.686

$0.0948

Class C

09/30/2010

$0.686

$0.0948

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Latin America Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for the retail class, as well as the fund's relative investment performance for the retail class measured over multiple periods against a broad-based securities market index. The Board noted that FMR does not believe that a meaningful peer group exists against which to compare the fund's performance. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, the fund's cumulative total returns for the retail class and the cumulative total returns of a broad-based securities market index ("benchmark").

Fidelity Latin America Fund

fid1085

The Board noted that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board discussed with FMR actions that have been taken by FMR to improve the fund's below-benchmark performance. The Board noted that this fund had underperformed in the previous year and discussed with FMR its disappointment with the continued underperformance of the fund. The Board also reviewed the fund's performance since inception as well as performance in the current year. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 7% means that 93% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Fidelity Latin America Fund

fid1087

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of the fund's total expenses, the Board considered the fund's management fee as well as other fund expenses, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. As part of its review, the Board also considered current and historical total expenses of each fund compared to competitive fund median expenses. The fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the fund's total expenses ranked below its competitive median for 2009.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors
(U.K.) Ltd.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

Brown Brothers Harriman & Co.

Boston, MA

FALAA-UANN-1210
1.917416.100

fid233

Fidelity AdvisorSM
Latin America Fund
Institutional Class

Annual Report

October 31, 2010

Institutional Class is a class of
Fidelity® Latin America Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

This report and the financial statements contained herein are submitted for the general information of the shareholders of the funds. This report is not authorized for distribution to prospective investors in the funds unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view each fund's most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the funds nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

  Institutional Class A

25.89%

17.75%

17.88%

A The initial offering of Institutional Class shares took place on September 28, 2010. Returns prior to September 28, 2010 are those of Fidelity Latin America Fund, the original class of the fund.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity AdvisorSM Latin America Fund - Institutional Class on October 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EM (Emerging Markets) - Latin America Index performed over the same period. The initial offering of Institutional Class took place on September 28, 2010. See above for additional information regarding the performance of Institutional Class.

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Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Adam Kutas, Portfolio Manager of Fidelity AdvisorSM Latin America Fund: For the year, the fund's Institutional Class shares returned 25.89%, outperforming the MSCI EM (Emerging Markets) Latin America Index, which returned 23.75%. Stock selection in materials, consumer staples and health care contributed, as did underweighting the poor-performing energy sector. Conversely, unfavorable stock selection in utilities and underweighting financials hurt. Geographically, the fund benefited from solid picks in Brazil and its positioning in Chile. Underweighting Colombia and weak stock selection in Mexico dampened performance. Overweighting Chilean steel and iron producer CAP and underweighting Brazilian oil giant and major index component Petroleo Brasilerio (Petrobras) boosted performance. Banco Santander Chile also helped, as did four Brazilian companies: airline TAM, dental insurance company and out-of-benchmark holding Odontoprev, and food/beverage/tobacco firms Souza Cruz Industria Comerico and Companhia de Bebidas das Americas. The fund's modest cash position also held back performance amid a strong market. Not owning Mexican copper company and index component Grupo Mexico detracted, as did an investment in Brazilian cable TV company Net Servicos de Comunicacao. Untimely ownership of several firms also curtailed results: Brazilian electric utility Eletrobras, Brazilian brokerage Itausa and Peruvian bank Credicorp. Underweighting Chile's LAN Airlines detracted further. Some stocks I've mentioned were not held at period end.

Note to shareholders: Fidelity Advisor Latin America Fund may invest up to 35% of its total assets in any industry that represents more than 20% of the Latin American market. As of October 31, 2010, the fund did not have more than 25% of its total assets invested in any one industry.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity Latin America Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010) for Latin America and for the entire period (September 28, 2010 to October 31, 2010) for Class A,T,B,C and Institutional Class of Latin America.

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value

Ending
Account Value
October 31, 2010

Expenses Paid
During Period

Class A

1.37%

 

 

 

Actual

 

$ 1,000.00

$ 1,051.40

$ 1.31 B

Hypothetical A

 

$ 1,000.00

$ 1,018.30

$ 6.97 C

Class T

1.63%

 

 

 

Actual

 

$ 1,000.00

$ 1,051.20

$ 1.56 B

Hypothetical A

 

$ 1,000.00

$ 1,016.99

$ 8.29 C

Class B

2.12%

 

 

 

Actual

 

$ 1,000.00

$ 1,050.60

$ 2.02 B

Hypothetical A

 

$ 1,000.00

$ 1,014.52

$ 10.76 C

Class C

2.09%

 

 

 

Actual

 

$ 1,000.00

$ 1,050.60

$ 2.00 B

Hypothetical A

 

$ 1,000.00

$ 1,014.67

$ 10.61 C

Latin America

1.04%

 

 

 

Actual

 

$ 1,000.00

$ 1,141.90

$ 5.61 B

Hypothetical A

 

$ 1,000.00

$ 1,019.96

$ 5.30 C

Institutional Class

1.08%

 

 

 

Actual

 

$ 1,000.00

$ 1,051.50

$ 1.03 B

Hypothetical A

 

$ 1,000.00

$ 1,019.76

$ 5.50 C

A 5% return per year before expenses

B Actual expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period) for Latin America and multiplied by 34/365 (to reflect the period September 28, 2010 to October 31, 2010) for Class A,T,B,C and Institutional Class of Latin America.

C Hypothetical expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Fidelity Latin America Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

fid249

Brazil

59.9%

 

fid251

Mexico

15.9%

 

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Chile

11.9%

 

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United States of America

3.7%

 

fid257

Colombia

3.3%

 

fid259

Peru

2.0%

 

fid261

Luxembourg

1.3%

 

fid263

Bermuda

1.1%

 

fid265

Bahamas (Nassau)

0.5%

 

fid267

Other

0.4%

 

fid1114

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

fid249

Brazil

62.4%

 

fid251

Mexico

19.3%

 

fid253

Chile

9.5%

 

fid255

United States of America

3.9%

 

fid257

Luxembourg

1.6%

 

fid259

Peru

1.6%

 

fid261

Panama

0.9%

 

fid263

Colombia

0.3%

 

fid265

Bahamas (Nassau)

0.2%

 

fid267

Other

0.3%

 

fid1126

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

98.2

97.6

Short-Term Investments and Net Other Assets

1.8

2.4

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Itau Unibanco Banco Multiplo SA ADR (Brazil, Commercial Banks)

8.6

8.5

America Movil SAB de CV Series L sponsored ADR (Mexico, Wireless Telecommunication Services)

7.6

7.8

Vale SA (PN-A) sponsored ADR (Brazil, Metals & Mining)

6.0

9.5

Petroleo Brasileiro SA - Petrobras (PN) (non-vtg.) (Brazil, Oil, Gas & Consumable Fuels)

5.6

7.5

Petroleo Brasileiro SA - Petrobras (ON) sponsored ADR (Brazil, Oil, Gas & Consumable Fuels)

4.2

5.9

Companhia de Bebidas das Americas (AmBev) (PN) sponsored ADR (Brazil, Beverages)

4.1

2.6

Wal-Mart de Mexico SA de CV Series V (Mexico, Food & Staples Retailing)

3.7

3.3

Vale SA sponsored ADR (Brazil, Metals & Mining)

3.5

3.5

CAP SA (Chile, Metals & Mining)

3.3

2.7

Banco Santander Chile sponsored ADR (Chile, Commercial Banks)

2.7

2.0

 

49.3

 

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

21.2

15.5

Materials

19.3

22.5

Consumer Staples

16.6

13.0

Energy

13.2

14.9

Telecommunication Services

11.3

12.1

Utilities

6.0

7.2

Consumer Discretionary

5.7

5.7

Industrials

3.5

6.1

Health Care

1.0

0.6

Information Technology

0.4

0.0

Annual Report

Fidelity Latin America Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 98.2%

Shares

Value

Bahamas (Nassau) - 0.5%

Petrominerales Ltd. (d)

868,800

$ 22,258,794

Bermuda - 1.1%

Credicorp Ltd. (NY Shares)

384,100

48,350,508

Brazil - 59.9%

AES Tiete SA (PN) (non-vtg.)

6,083,145

83,852,428

Banco Bradesco SA:

(PN)

3,290,316

67,790,722

(PN) sponsored ADR (d)

5,543,722

115,309,418

BR Malls Participacoes SA

1,736,800

16,590,054

Brascan Residential Properties SA

7,648,900

41,634,619

Brasil Foods SA

1,630,700

23,657,228

Brasil Insurance Participacoes e Administracao SA (a)

7,700

6,110,393

Centrais Eletricas Brasileiras SA (Electrobras):

(PN-B) sponsored ADR (d)

986,165

16,123,798

sponsored ADR

843,700

11,786,489

Companhia de Bebidas das Americas (AmBev):

(PN) sponsored ADR (d)

1,320,026

183,800,420

sponsored ADR (d)

70,505

7,984,691

Companhia de Concessoes Rodoviarias

1,974,700

53,395,368

Companhia de Saneamento de Minas Gerais

63,876

979,993

CPFL Energia SA sponsored ADR (d)

420,967

30,238,060

Drogasil SA

441,000

11,154,614

Eletropaulo Metropolitana SA (PN-B)

802,120

14,003,623

Gerdau SA

390,500

3,879,291

Gerdau SA sponsored ADR (d)

682,800

8,903,712

Itau Unibanco Banco Multiplo SA

3,585,931

87,477,155

Itau Unibanco Banco Multiplo SA:

ADR

11,649,603

286,114,250

ADR (a)(e)

590,300

14,497,768

Itausa-Investimentos Itau SA (PN)

4,987,700

39,550,948

Light SA

695,700

8,759,637

Lojas Americanas SA (PN)

6,847,300

73,616,927

Lojas Renner SA

453,600

17,917,893

Multiplan Empreendimentos Imobiliarios SA

848,000

19,440,395

Multiplus SA

1,836,300

31,195,080

Net Servicos de Comunicacao SA (PN) (a)

5,225,440

70,278,666

Odontoprev SA

3,079,600

45,256,290

OGX Petroleo e Gas Participacoes SA (a)

4,974,700

65,268,813

Petroleo Brasileiro SA - Petrobras:

(ON)

938,228

15,745,597

(ON) sponsored ADR

5,079,420

173,309,810

(PN) (non-vtg.)

9,078,671

137,951,825

(PN) sponsored ADR (non-vtg.) (d)

3,646,533

113,735,364

Souza Cruz Industria Comerico

2,115,100

108,676,752

TAM SA (PN) sponsored ADR (ltd. vtg.)

2,776,336

68,492,209

TIM Participacoes SA

6,855,400

22,445,672

 

Shares

Value

TIM Participacoes SA sponsored ADR (non-vtg.) (d)

1,621,511

$ 52,309,945

Usinas Siderurgicas de Minas Gerais SA - Usiminas

1,195,650

17,430,120

Usinas Siderurgicas de Minas Gerais SA - Usiminas (PN-A) (non-vtg.)

3,663,500

45,718,378

Vale SA:

(PN-A)

1,813,500

50,902,084

(PN-A) sponsored ADR

7,709,345

221,489,482

sponsored ADR

4,963,500

159,526,890

Vivo Participacoes SA:

(PN)

806,938

23,242,395

sponsored ADR

1,310,041

37,519,574

TOTAL BRAZIL

2,705,064,840

Canada - 0.3%

Silver Standard Resources, Inc. (a)

506,800

12,305,108

Chile - 11.9%

Banco Santander Chile sponsored ADR

1,323,100

122,571,984

CAP SA

2,940,288

149,674,298

Cencosud SA

6,940,914

54,190,647

Compania Cervecerias Unidas SA

3,869,596

43,114,181

Compania Cervecerias Unidas SA sponsored ADR

241,700

13,595,625

Empresa Nacional de Electricidad SA

7,518,537

13,234,103

Empresas La Polar SA

1,801,860

12,851,907

Enersis SA

45,750,203

20,903,025

Enersis SA sponsored ADR

2,878,372

65,655,665

SACI Falabella

4,206,229

42,135,389

TOTAL CHILE

537,926,824

Colombia - 3.3%

BanColombia SA sponsored ADR

1,090,000

73,520,500

Bolsa de Valores de Colombia

385,727,359

9,479,081

Ecopetrol SA

27,756,465

66,550,312

Ecopetrol SA ADR

29,300

1,398,782

TOTAL COLOMBIA

150,948,675

Luxembourg - 1.3%

Millicom International Cellular SA

322,113

30,471,890

Ternium SA sponsored ADR

867,307

29,731,284

TOTAL LUXEMBOURG

60,203,174

Mexico - 15.9%

America Movil SAB de CV:

Series L

2,590,600

7,425,387

Series L sponsored ADR

5,867,205

335,956,158

Banco Compartamos SA de CV

1,219,100

8,636,011

Bolsa Mexicana de Valores SA de CV (d)

14,054,300

25,558,445

Coca-Cola FEMSA SAB de CV sponsored ADR

449,000

35,682,030

Fomento Economico Mexicano SAB de CV sponsored ADR

225,258

12,368,917

Common Stocks - continued

Shares

Value

Mexico - continued

Grupo Bimbo Sab de CV Series A

659,600

$ 5,084,322

Grupo Comercial Chedraui de CV (a)

5,790,100

18,729,160

Grupo Modelo SAB de CV Series C

5,980,200

33,487,764

Industrias Penoles SA de CV

1,201,630

34,040,265

Kimberly-Clark de Mexico SA de CV Series A

5,066,800

31,794,421

Wal-Mart de Mexico SA de CV
Series V

61,686,670

168,719,948

TOTAL MEXICO

717,482,828

Panama - 0.1%

Copa Holdings SA Class A

79,300

4,022,889

Peru - 2.0%

Compania de Minas Buenaventura SA sponsored ADR

1,710,200

90,709,008

United States of America - 1.9%

First Cash Financial Services, Inc. (a)

664,608

19,320,155

Mercadolibre, Inc. (a)(d)

269,000

17,788,970

Southern Copper Corp.

1,155,100

49,438,280

TOTAL UNITED STATES OF AMERICA

86,547,405

TOTAL COMMON STOCKS

(Cost $2,312,779,474)

4,435,820,053

Money Market Funds - 3.5%

Shares

Value

Fidelity Cash Central Fund, 0.23% (b)

53,737,385

$ 53,737,385

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

102,683,905

102,683,905

TOTAL MONEY MARKET FUNDS

(Cost $156,421,290)

156,421,290

TOTAL INVESTMENT PORTFOLIO - 101.7%

(Cost $2,469,200,764)

4,592,241,343

NET OTHER ASSETS (LIABILITIES) - (1.7)%

(74,745,375)

NET ASSETS - 100%

$ 4,517,495,968

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $14,497,768 or 0.3% of net assets.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 84,184

Fidelity Securities Lending Cash Central Fund

586,004

Total

$ 670,188

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Brazil

$ 2,705,064,840

$ 2,698,954,447

$ 6,110,393

$ -

Mexico

717,482,828

717,482,828

-

-

Chile

537,926,824

537,926,824

-

-

Colombia

150,948,675

150,948,675

-

-

Peru

90,709,008

90,709,008

-

-

United States of America

86,547,405

86,547,405

-

-

Luxembourg

60,203,174

60,203,174

-

-

Bermuda

48,350,508

48,350,508

-

-

Bahamas (Nassau)

22,258,794

22,258,794

-

-

Other

16,327,997

16,327,997

-

-

Money Market Funds

156,421,290

156,421,290

-

-

Total Investments in Securities:

$ 4,592,241,343

$ 4,586,130,950

$ 6,110,393

$ -

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $425,993,249 of which $18,806,576, $31,200,847 and $375,985,826 will expire on October 31, 2015, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

The capital loss carryforward expiring October 31, 2015 and October 31, 2016 were acquired from Fidelity Advisor Latin America Fund.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Latin America Fund

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $101,291,620) - See accompanying schedule:

Unaffiliated issuers (cost $2,312,779,474)

$ 4,435,820,053

 

Fidelity Central Funds (cost $156,421,290)

156,421,290

 

Total Investments (cost $2,469,200,764)

 

$ 4,592,241,343

Foreign currency held at value (cost $10,492,341)

10,469,243

Receivable for investments sold

17,239,484

Receivable for fund shares sold

4,585,338

Dividends receivable

14,057,987

Distributions receivable from Fidelity Central Funds

53,766

Other receivables

570,099

Total assets

4,639,217,260

 

 

 

Liabilities

Payable for investments purchased

$ 10,996,858

Payable for fund shares redeemed

3,880,116

Accrued management fee

2,634,325

Distribution and service plan fees payable

91,638

Other affiliated payables

877,009

Other payables and accrued expenses

557,441

Collateral on securities loaned, at value

102,683,905

Total liabilities

121,721,292

 

 

 

Net Assets

$ 4,517,495,968

Net Assets consist of:

 

Paid in capital

$ 2,836,057,819

Undistributed net investment income

12,014,368

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(453,630,606)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

2,123,054,387

Net Assets

$ 4,517,495,968

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($115,625,689 ÷ 2,011,628 shares)

$ 57.48

 

 

 

Maximum offering price per share (100/94.25 of $57.48)

$ 60.99

Class T:
Net Asset Value
and redemption price per share ($36,820,312 ÷ 640,743 shares)

$ 57.47

 

 

 

Maximum offering price per share (100/96.50 of $57.47)

$ 59.55

Class B:
Net Asset Value
and offering price per share ($20,391,715 ÷ 355,023 shares)A

$ 57.44

 

 

 

Class C:
Net Asset Value
and offering price per share ($48,328,614 ÷ 841,390 shares)A

$ 57.44

 

 

 

Latin America:
Net Asset Value
, offering price and redemption price per share ($4,283,461,984 ÷ 74,497,448 shares)

$ 57.50

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($12,867,654 ÷ 223,808 shares)

$ 57.49

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Latin America Fund
Financial Statements - continued

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 140,582,424

Interest

 

616

Income from Fidelity Central Funds

 

670,188

Income before foreign taxes withheld

 

141,253,228

Less foreign taxes withheld

 

(11,229,284)

Total income

 

130,023,944

 

 

 

Expenses

Management fee

$ 29,682,512

Transfer agent fees

9,142,613

Distribution and service plan fees

91,835

Accounting and security lending fees

1,584,130

Custodian fees and expenses

2,502,166

Independent trustees' compensation

23,783

Registration fees

191,852

Audit

73,353

Legal

20,416

Interest

8,537

Miscellaneous

54,353

Total expenses before reductions

43,375,550

Expense reductions

(1,043,771)

42,331,779

Net investment income (loss)

87,692,165

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

297,443,270

Capital gain distributions from Fidelity Central Funds

16,900

Foreign currency transactions

(3,949,502)

Total net realized gain (loss)

 

293,510,668

Change in net unrealized appreciation (depreciation) on:

Investment securities

519,646,669

Assets and liabilities in foreign currencies

(463,211)

Total change in net unrealized appreciation (depreciation)

 

519,183,458

Net gain (loss)

812,694,126

Net increase (decrease) in net assets resulting from operations

$ 900,386,291

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 87,692,165

$ 57,543,805

Net realized gain (loss)

293,510,668

(469,604,930)

Change in net unrealized appreciation (depreciation)

519,183,458

1,902,747,452

Net increase (decrease) in net assets resulting from operations

900,386,291

1,490,686,327

Distributions to shareholders from net investment income

(118,560,409)

(34,726,095)

Distributions to shareholders from net realized gain

(33,986,366)

-

Total distributions

(152,546,775)

(34,726,095)

Share transactions - net increase (decrease)

(275,675,234)

360,846,005

Redemption fees

1,583,234

1,335,831

Total increase (decrease) in net assets

473,747,516

1,818,142,068

 

 

 

Net Assets

Beginning of period

4,043,748,452

2,225,606,384

End of period (including undistributed net investment income of $12,014,368 and undistributed net investment income of $42,882,612, respectively)

$ 4,517,495,968

$ 4,043,748,452

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Period ended October 31,

2010 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 55.47

Income from Investment Operations

 

Net investment income (loss) E

  .02

Net realized and unrealized gain (loss)

  2.79

Total from investment operations

  2.81

Distributions from net investment income

  (.80)

Redemption fees added to paid in capital E,K

  -

Net asset value, end of period

$ 57.48

Total Return B,C,D

  5.14%

Ratios to Average Net Assets F,I

 

Expenses before reductions

  1.37% A

Expenses net of fee waivers, if any

  1.37% A

Expenses net of all reductions

  1.34% A

Net investment income (loss)

  .39% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 115,626

Portfolio turnover rate G

  56% J

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period September 28, 2010 (commencement of sale of shares) to October 31, 2010.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J The portfolio turnover rate does not include the assets acquired in the merger.

K Amount represents less than $.01 per share.

Financial Highlights - Class T

Period ended October 31,

2010 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 55.47

Income from Investment Operations

 

Net investment income (loss) E

  .01

Net realized and unrealized gain (loss)

  2.79

Total from investment operations

  2.80

Distributions from net investment income

  (.80)

Redemption fees added to paid in capital E,K

  -

Net asset value, end of period

$ 57.47

Total Return B,C,D

  5.12%

Ratios to Average Net Assets F,I

 

Expenses before reductions

  1.63% A

Expenses net of fee waivers, if any

  1.63% A

Expenses net of all reductions

  1.60% A

Net investment income (loss)

  .13% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 36,820

Portfolio turnover rate G

  56% J

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period September 28, 2010 (commencement of sale of shares) to October 31, 2010.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J The portfolio turnover rate does not include the assets acquired in the merger.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Period ended October 31,

2010 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 55.47

Income from Investment Operations

 

Net investment income (loss) E

  (.02)

Net realized and unrealized gain (loss)

  2.79

Total from investment operations

  2.77

Distributions from net investment income

  (.80)

Redemption fees added to paid in capital E,K

  -

Net asset value, end of period

$ 57.44

Total Return B,C,D

  5.06%

Ratios to Average Net Assets F,I

 

Expenses before reductions

  2.12% A

Expenses net of fee waivers, if any

  2.12% A

Expenses net of all reductions

  2.10% A

Net investment income (loss)

  (.36)% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 20,392

Portfolio turnover rate G

  56% J

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period September 28, 2010 (commencement of sale of shares) to October 31, 2010.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J The portfolio turnover rate does not include the assets acquired in the merger.

K Amount represents less than $.01 per share.

Financial Highlights - Class C

Period ended October 31,

2010 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 55.47

Income from Investment Operations

 

Net investment income (loss) E

  (.02)

Net realized and unrealized gain (loss)

  2.79

Total from investment operations

  2.77

Distributions from net investment income

  (.80)

Redemption fees added to paid in capital E,K

  -

Net asset value, end of period

$ 57.44

Total Return B,C,D

  5.06%

Ratios to Average Net Assets F,I

 

Expenses before reductions

  2.09% A

Expenses net of fee waivers, if any

  2.09% A

Expenses net of all reductions

  2.07% A

Net investment income (loss)

  (.34)% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 48,329

Portfolio turnover rate G

  56% J

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period September 28, 2010 (commencement of sale of shares) to October 31, 2010.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J The portfolio turnover rate does not include the assets acquired in the merger.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Latin America

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 47.29

$ 28.69

$ 67.90

$ 41.13

$ 29.40

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  1.07

.72

.83

.68

.82

Net realized and unrealized gain (loss)

  11.00

18.32

(37.74)

27.43

11.68

Total from investment operations

  12.07

19.04

(36.91)

28.11

12.50

Distributions from net investment income

  (1.49)

(.46)

(.65)

(.61)

(.46)

Distributions from net realized gain

  (.39)

-

(1.72)

(.77)

(.38)

Total distributions

  (1.88)

(.46)

(2.37)

(1.38)

(.84)

Redemption fees added to paid in capital B

  .02

.02

.07

.04

.07

Net asset value, end of period

$ 57.50

$ 47.29

$ 28.69

$ 67.90

$ 41.13

Total Return A

  25.91%

67.88%

(56.20)%

70.35%

43.57%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  1.03%

1.07%

1.02%

1.00%

1.05%

Expenses net of fee waivers, if any

  1.03%

1.07%

1.02%

1.00%

1.05%

Expenses net of all reductions

  1.01%

1.05%

1.00%

.98%

1.02%

Net investment income (loss)

  2.10%

2.04%

1.41%

1.33%

2.23%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 4,283,462

$ 4,043,748

$ 2,225,606

$ 6,219,690

$ 3,122,473

Portfolio turnover rate D

  56% F

52%

51%

52%

60%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F The portfolio turnover rate does not include the assets acquired in the merger.

Financial Highlights - Institutional Class

Period ended October 31,

2010 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 55.47

Income from Investment Operations

 

Net investment income (loss) D

  .03

Net realized and unrealized gain (loss)

  2.79

Total from investment operations

  2.82

Distributions from net investment income

  (.80)

Redemption fees added to paid in capital D,J

  -

Net asset value, end of period

$ 57.49

Total Return B,C

  5.15%

Ratios to Average Net Assets E,H

 

Expenses before reductions

  1.08% A

Expenses net of fee waivers, if any

  1.08% A

Expenses net of all reductions

  1.06% A

Net investment income (loss)

  .68% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 12,868

Portfolio turnover rate F

  56% I

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period September 28, 2010 (commencement of sale of shares) to October 31, 2010.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I The portfolio turnover rate does not include the assets acquired in the merger.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Latin America Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund launched shares of Class A, Class T, Class B, Class C, and Institutional Class and the existing class was designated Latin America on September 28, 2010. Each class has equal rights as to assets and voting privileges. Class B shares are closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 2,104,075,629

Gross unrealized depreciation

(24,006,376)

Net unrealized appreciation (depreciation)

$ 2,080,069,253

 

 

Tax Cost

$ 2,512,172,090

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 27,349,071

Capital loss carryforward

$ (425,993,249)

Net unrealized appreciation (depreciation)

$ 2,080,083,061

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 152,546,775

$ 34,726,095

Short-Term Trading (Redemption) Fees. Shares purchased by investors and held in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Operating Policies.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $2,260,960,609 and $2,764,008,467, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid
to FDC

Retained
by FDC

Class A

-%

.25%

$ 22,839

$ -

Class T

.25%

.25%

14,535

-

Class B

.75%

.25%

16,306

11,638

Class C

.75%

.25%

38,155

2,577

 

 

 

$ 91,835

$ 14,215

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 6,464

Class T

880

Class B

2,206

Class C

400

 

$ 9,950

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 27,211

.30*

Class T

8,883

.31*

Class B

4,861

.30*

Class C

10,426

.27*

Latin America

9,088,528

.22

Institutional Class

2,704

.26*

 

$ 9,142,613

 

* Annualized

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $6,632 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 12,527,535

.44%

$ 6,510

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $16,647 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash

Annual Report

Notes to Financial Statements - continued

8. Security Lending - continued

Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $586,004. During the period, there were no securities loaned to FCM.

9. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. The average daily loan balance during the period for which loans were outstanding amounted to $14,799,857. The weighted average interest rate was .70%. The interest expense amounted to $2,027 under the bank borrowing program. At period end, there were no bank borrowings outstanding.

10. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of Latin America's operating expenses. During the period, this reimbursement reduced the class' expenses by $62,575.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $980,935 for the period. In addition, through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $261.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010 A

2009

From net investment income

 

 

Class A

$ 1,442

$ -

Class T

1,442

-

Class B

1,442

-

Class C

1,442

-

Latin America

118,553,199

34,726,095

Institutional Class

1,442

-

Total

$ 118,560,409

$ 34,726,095

From net realized gain

 

 

Latin America

$ 33,986,366

$ -

A Distributions for Class A, Class T, Class B, Class C and Institutional Class are for the period September 28, 2010 (commencement of sale of shares) to October 31, 2010.

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010 A

2009

2010 A

2009

Class A

 

 

 

 

Shares sold

41,687

-

$ 2,369,263

$ -

Issued in exchange of shares of Fidelity Advisor Latin America Fund

2,023,866

 

113,640,086

 

Reinvestment of distributions

26

-

1,442

-

Shares redeemed

(53,951)

-

(3,076,408)

-

Net increase (decrease)

2,011,628

-

$ 112,934,383

$ -

Class T

 

 

 

 

Shares sold

18,758

-

$ 1,058,068

$ -

Issued in exchange of shares of Fidelity Advisor Latin America Fund

637,585

 

35,800,407

 

Reinvestment of distributions

26

-

1,442

-

Shares redeemed

(15,626)

-

(885,588)

-

Net increase (decrease)

640,743

-

$ 35,974,329

$ -

Annual Report

12. Share Transactions - continued

 

Shares

Dollars

Years ended October 31,

2010 A

2009

2010 A

2009

Class B

 

 

 

 

Shares sold

3,456

-

$ 192,197

$ -

Issued in exchange of shares of Fidelity Advisor Latin America Fund

359,402

 

20,176,816

 

Reinvestment of distributions

26

-

1,442

-

Shares redeemed

(7,861)

-

(450,086)

-

Net increase (decrease)

355,023

-

$ 19,920,369

$ -

Class C

 

 

 

 

Shares sold

17,327

-

$ 976,205

$ -

Issued in exchange of shares of Fidelity Advisor Latin America Fund

840,828

 

47,204,057

 

Reinvestment of distributions

26

-

1,442

-

Shares redeemed

(16,791)

-

(947,712)

-

Net increase (decrease)

841,390

-

$ 47,233,992

$ -

Latin America

 

 

 

 

Shares sold

22,062,249

31,352,380

$ 1,142,552,819

$ 1,172,903,800

Reinvestment of distributions

2,770,809

1,344,639

147,652,381

33,594,867

Shares redeemed

(35,850,914)

(24,759,791)

(1,794,503,952)

(845,652,662)

Net increase (decrease)

(11,017,856)

7,937,228

$ (504,298,752)

$ 360,846,005

Institutional Class

 

 

 

 

Shares sold

3,784

-

$ 212,699

$ -

Issued in exchange of shares of Fidelity Advisor Latin America Fund

228,366

 

12,822,761

 

Reinvestment of distributions

26

-

1,442

-

Shares redeemed

(8,368)

-

(476,457)

-

Net increase (decrease)

223,808

-

$ 12,560,445

$ -

A Share transactions for Class A, Class T, Class B, Class C and Institutional are for the period September 28, 2010 (commencement of sale of shares) to October 31, 2010.

13. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

14. Merger Information.

On October 1, 2010 the Fund acquired all of the assets and assumed all of the liabilities of the Fidelity Advisor Latin America Fund ("Target Fund") pursuant to an agreement and plan of reorganization approved by the Board of Trustees ("The Board") on July 6, 2010. The reorganization provides shareholders of the Target Fund access to a larger portfolio with the same investment objectives and lower expenses. The acquisition was accomplished by an exchange of 2,023,866 Class A shares, 637,585 Class T shares, 359,402 Class B shares, 840,828 Class C shares, and 228,366 Institutional class shares of the Fund, respectively, for 2,219,330 Class A shares, 700,912 Class T shares, 400,205 Class B shares, 940,861 Class C shares, and 245,559 Institutional class shares then outstanding (valued at $51.20, $51.08, $50.42, $50.17 and $52.22 per share for Class A, Class T, Class B, Class C, and Institutional class, respectively) of the Target Fund. The reorganization qualified as a tax-free reorganization for federal income tax purposes with no gain or loss recognized to the funds or their shareholders. The Target Fund's net assets, including securities of $229,225,487, unrealized appreciation of $95,358,358, and net other assets of $418,642, were combined with the Fund's net assets of $4,149,781,255 for total net assets after the acquisition of $4,379,425,384.

Pro forma results of operations of the combined entity for the entire year ended October 31, 2010, as though the acquisition had occurred as of the beginning of the year (rather than on the actual acquisition date), are as follows:

Net investment income (loss)

$ 90,969,628

Total net realized gain (loss)

302,327,523

Total change in net unrealized appreciation (depreciation)

548,871,563

Net increase (decrease) in net assets resulting from operations

942,168,714

Because the combined investment portfolios have been managed as a single portfolio since the acquisition was completed, it is not practicable to separate the amounts of revenue and earnings of the acquired fund that have been included in the Fund's accompanying Statement of Operations since October 1, 2010.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity Latin America Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Latin America Fund (a fund of Fidelity Investment Trust) at October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Latin America Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 17, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

Trustees and Officers - continued

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1983

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-
present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present).
Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Annual Report

Trustees and Officers - continued

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-
present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Latin America Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Institutional Class

12/06/2010

12/03/2010

$0.203

$0.200

Institutional Class designates 100% of the dividends distributed in September 2010 as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Institutional Class

09/30/2010

$0.686

$0.0948

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Latin America Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for the retail class, as well as the fund's relative investment performance for the retail class measured over multiple periods against a broad-based securities market index. The Board noted that FMR does not believe that a meaningful peer group exists against which to compare the fund's performance. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, the fund's cumulative total returns for the retail class and the cumulative total returns of a broad-based securities market index ("benchmark").

Fidelity Latin America Fund

fid1128

The Board noted that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board discussed with FMR actions that have been taken by FMR to improve the fund's below-benchmark performance. The Board noted that this fund had underperformed in the previous year and discussed with FMR its disappointment with the continued underperformance of the fund. The Board also reviewed the fund's performance since inception as well as performance in the current year. The Board will continue to closely monitor the performance of the fund in the coming year and discuss with FMR other appropriate actions to address the performance of the fund.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 7% means that 93% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Fidelity Latin America Fund

fid1130

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of the fund's total expenses, the Board considered the fund's management fee as well as other fund expenses, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. As part of its review, the Board also considered current and historical total expenses of each fund compared to competitive fund median expenses. The fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the fund's total expenses ranked below its competitive median for 2009.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors
(U.K.) Ltd.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

Brown Brothers Harriman & Co.

Boston, MA

FALAI-UANN-1210
1.917407.100

fid233

Fidelity®
Emerging Europe,
Middle East, Africa (EMEA)
Fund

Annual Report

October 31, 2010
(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Porfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Life of
fund
A

Fidelity® Emerging Europe, Middle East, Africa (EMEA) Fund

24.92%

-3.45%

A From May 8, 2008.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity® Emerging Europe, Middle East, Africa (EMEA) Fund, a class of the fund, on May 8, 2008, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EM (Emerging Markets) Europe, Middle East and Africa Index performed over the same period.

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Annual Report

Management's Discussion of Fund Performance

Market Recap: The return-to-risk theme was evident within emerging markets during the 12 months ending October 31, 2010. The combination of strong economic growth and superior fiscal conditions bolstered the performance of emerging-markets stocks, as they finished the period well ahead of most foreign developed-country stock indexes. Several smaller country constituents provided a big boost to the index, while most of its biggest components, though strong, still lagged. The falling value of the U.S. dollar relative to most emerging-markets currencies also provided a meaningful contribution. Rising commodity prices supported returns in commodity-producing regions, such as Latin America, which also benefited from the announced integration of the Chile, Colombia and Peru stock exchanges, scheduled for November. For the 12 months ending October 31, 2010, the MSCI® Emerging Markets Index climbed 23.89%. Among emerging-markets countries, major index components South Korea, Taiwan, Brazil and China gained roughly 25%, 21%, 15% and 9%, respectively. India, also a large constituent, solidly beat the index, returning about 35%. Other strong-performing countries included Thailand (62%), Turkey (55%), Indonesia (52%), Malaysia (36%), Mexico (34%) and South Africa (33%).

Comments from Adam Kutas, Portfolio Manager of Fidelity® Emerging Europe, Middle East, Africa (EMEA) Fund: For the year, the fund's Retail Class shares returned 24.92%, versus the 25.07% return of the MSCI EM (Emerging Markets) Europe, Middle East and Africa Index. The fund's positioning in financials and materials detracted, as did a modest cash position within a strong market. Geographically, the fund lost ground due to unsuccessful stock selection in South Africa and by underweighting Turkey. Underweighting South African cable TV company Naspers and South African gold company AngloGold Ashanti hurt, along with untimely ownership of Harmony Gold Mining. Conversely, overweighting consumer staples and consumer discretionary helped, along with successful stock picks in telecommunication services. Favorable stock selection in Nigeria, Israel and Egypt boosted results. The fund's investments in Nigeria were out of index. South African retailers Clicks Group and Shoprite Holdings contributed, as did Russian gold and silver producer Polymetal.

Note to shareholders: The fund may invest up to 35% of its total assets in any industry that represents more than 20% of the emerging Europe, Middle East and Africa markets. As of October 31, 2010, the fund did not have more than 25% of its total assets invested in any one industry.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Annual Report

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to
October 31, 2010

Class A

1.50% **

 

 

 

Actual

 

$ 1,000.00

$ 1,115.70

$ 8.00 **

HypotheticalA

 

$ 1,000.00

$ 1,017.64

$ 7.63 **

Class T

1.75% **

 

 

 

Actual

 

$ 1,000.00

$ 1,114.40

$ 9.33 **

HypotheticalA

 

$ 1,000.00

$ 1,016.38

$ 8.89 **

Class B

2.25% **

 

 

 

Actual

 

$ 1,000.00

$ 1,112.10

$ 11.98 **

HypotheticalA

 

$ 1,000.00

$ 1,013.86

$ 11.42 **

Class C

2.25% **

 

 

 

Actual

 

$ 1,000.00

$ 1,111.10

$ 11.97 **

HypotheticalA

 

$ 1,000.00

$ 1,013.86

$ 11.42 **

Emerging Europe, Middle East, Africa (EMEA)

1.25% **

 

 

 

Actual

 

$ 1,000.00

$ 1,116.60

$ 6.67 **

HypotheticalA

 

$ 1,000.00

$ 1,018.90

$ 6.36 **

Institutional Class

1.25% **

 

 

 

Actual

 

$ 1,000.00

$ 1,118.00

$ 6.67 **

HypotheticalA

 

$ 1,000.00

$ 1,018.90

$ 6.36 **

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

** If changes to voluntary expense limitations, effective January 1, 2011 had been in effect during the entire period, the annualized expense ratios and the expenses paid in the actual and hypothetical examples above would have been as follows:

 

Annualized
Expense Ratio


Expenses Paid

Class A

1.62%

 

Actual

 

$ 8.64

HypotheticalA

 

$ 8.24

 

Annualized
Expense Ratio


Expenses Paid

Class T

1.89%

 

Actual

 

$ 10.07

HypotheticalA

 

$ 9.60

Class B

2.38%

 

Actual

 

$ 12.67

HypotheticalA

 

$ 12.08

Class C

2.37%

 

Actual

 

$ 12.61

HypotheticalA

 

$ 12.03

Emerging Europe, Middle East, Africa (EMEA)

1.36%

 

Actual

 

$ 7.25

HypotheticalA

 

$ 6.92

Institutional Class

1.27%

 

Actual

 

$ 6.78

HypotheticalA

 

$ 6.46

A 5% return per year before expenses

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

cjc132

South Africa 44.7%

 

cjc134

Russia 28.1%

 

cjc136

Turkey 11.0%

 

cjc138

United States of America* 4.5%

 

cjc140

Poland 3.1%

 

cjc142

Qatar 1.1%

 

cjc144

Kenya 1.1%

 

cjc146

Morocco 1.0%

 

cjc148

Egypt 0.9%

 

cjc150

Other 4.5%

 

cjc152

* Includes short-term investments and net other assets.

As of April 30, 2010

cjc132

South Africa 37.2%

 

cjc134

Russia 31.6%

 

cjc136

Israel 14.4%

 

cjc138

Turkey 3.5%

 

cjc140

Nigeria 2.8%

 

cjc142

Poland 1.7%

 

cjc144

Qatar 1.1%

 

cjc146

Morocco 1.1%

 

cjc148

Kenya 1.1%

 

cjc150

Other* 5.5%

 

cjc164

* Includes short-term investments and net other assets.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

95.1

98.9

Bonds

0.4

0.5

Short-Term Investments and Net Other Assets

4.5

0.6

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

OAO Gazprom (Russia, Oil, Gas & Consumable Fuels)

6.5

7.3

Sberbank (Savings Bank of the Russian Federation) (Russia, Commercial Banks)

4.8

3.7

MTN Group Ltd. (South Africa, Wireless Telecommunication Services)

4.7

3.2

Lukoil Oil Co. sponsored ADR (United Kingdom) (Russia, Oil, Gas & Consumable Fuels)

4.5

4.5

Standard Bank Group Ltd. (South Africa, Commercial Banks)

4.1

4.1

Turkiye Garanti Bankasi AS (Turkey, Commercial Banks)

3.4

1.8

FirstRand Ltd. (South Africa, Diversified Financial Services)

3.2

2.7

Exxaro Resources Ltd. (South Africa, Metals & Mining)

3.0

2.2

Shoprite Holdings Ltd. (South Africa, Food & Staples Retailing)

2.8

2.7

Sasol Ltd. (South Africa, Oil, Gas & Consumable Fuels)

2.8

2.8

 

39.8

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

25.9

22.9

Energy

20.2

19.1

Materials

13.0

15.1

Telecommunication Services

9.4

10.1

Consumer Discretionary

9.2

6.4

Consumer Staples

8.9

6.1

Industrials

4.4

3.6

Health Care

2.7

11.7

Utilities

1.0

2.3

Information Technology

0.4

1.6

Annual Report

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 95.1%

Shares

Value

Australia - 0.3%

Centamin Egypt Ltd.:

(Canada) (a)

50,000

$ 141,190

(United Kingdom) (a)

150,000

415,758

TOTAL AUSTRALIA

556,948

Bailiwick of Jersey - 0.3%

Randgold Resources Ltd.

5,200

487,311

Canada - 0.9%

Bankers Petroleum Ltd. (a)

107,000

750,123

Equinox Minerals Ltd. (a)

33,900

184,142

TransGlobe Energy Corp. (a)

50,900

533,504

TOTAL CANADA

1,467,769

Egypt - 0.9%

Arab Polvara Spinning & Weaving Co. (a)

680,000

481,614

Commercial International Bank Ltd.

74,300

559,687

Egyptian Co. for Mobile Services (MobiNil)

14,932

444,902

TOTAL EGYPT

1,486,203

Kenya - 1.1%

British American Tobacco Kenya Ltd.

179,800

616,775

East African Breweries Ltd.

266,969

700,897

Safaricom Ltd.

7,100,000

426,440

TOTAL KENYA

1,744,112

Morocco - 1.0%

Maroc Telecom

90,100

1,705,027

Nigeria - 0.8%

Guaranty Trust Bank PLC GDR (Reg. S)

54,913

398,668

Nigerian Breweries PLC

662,403

334,188

United Bank for Africa PLC

3,986,048

237,894

Zenith Bank PLC

4,472,241

390,580

TOTAL NIGERIA

1,361,330

Poland - 3.1%

Bank Polska Kasa Opieki SA

39,900

2,607,697

Eurocash SA

157,300

1,445,777

Powszechna Kasa Oszczednosci Bank SA

69,900

1,103,471

TOTAL POLAND

5,156,945

Qatar - 1.1%

Qatar National Bank SAQ

41,725

1,887,444

Common Stocks - continued

Shares

Value

Russia - 28.1%

Comstar United TeleSystems OJSC GDR (Reg. S) (a)

396,557

$ 2,569,689

DIXY Group OJSC (a)

62,300

811,671

Interregional Distribution Grid Companies Holding JSC (a)

2,893,400

501,324

Lukoil Oil Co. sponsored ADR (United Kingdom)

134,395

7,499,241

Magnit OJSC

14,200

1,654,353

Mobile TeleSystems OJSC (a)

123,100

997,863

Mobile TeleSystems OJSC sponsored ADR

15,000

324,750

Novolipetsk Steel Ojsc

36,600

1,252,818

Novorossiysk Commercial Sea Port JSC

2,781,700

339,806

OAO Gazprom (a)

1,963,700

10,759,302

OAO NOVATEK (a)

71,900

578,470

OAO NOVATEK GDR

40,200

3,845,130

OJSC MMC Norilsk Nickel (a)

7,200

1,303,694

OJSC Oil Co. Rosneft (a)

75,500

528,303

OJSC Oil Company Rosneft GDR (Reg. S)

294,200

2,050,574

Polymetal JSC (a)

20,500

328,149

Protek (a)

54,500

98,936

RusHydro JSC (a)

15,098,400

776,043

Sberbank (Savings Bank of the Russian Federation)

2,426,500

7,974,184

Sistema JSFC sponsored GDR

25,200

650,160

Surgutneftegaz JSC sponsored ADR

70,900

694,820

TGK-1 OAO (a)

562,635,400

390,469

Uralkali JSC (a)

100,000

494,824

VTB Bank JSC unit

47,100

311,802

TOTAL RUSSIA

46,736,375

South Africa - 44.7%

Africa Cellular Towers Ltd. (a)

5,335,800

190,427

African Rainbow Minerals Ltd.

70,500

1,798,567

AngloGold Ashanti Ltd.

72,400

3,395,565

Aspen Pharmacare Holdings Ltd.

237,500

3,170,035

Aveng Ltd.

157,700

990,543

Barloworld Ltd.

44,200

331,261

Bidvest Group Ltd.

72,200

1,540,153

Cashbuild Ltd.

80,500

1,085,967

Clicks Group Ltd.

649,060

4,234,380

DRDGOLD Ltd.

458,514

227,074

Exxaro Resources Ltd.

262,400

4,944,547

FirstRand Ltd.

1,780,100

5,237,345

Foschini Ltd.

105,600

1,281,814

Harmony Gold Mining Co. Ltd.

345,900

3,972,237

Illovo Sugar Ltd.

245,703

911,953

Common Stocks - continued

Shares

Value

South Africa - continued

Impala Platinum Holdings Ltd.

53,300

$ 1,506,542

JSE Ltd.

35,000

394,715

Lewis Group Ltd.

61,500

627,726

Mr Price Group Ltd.

177,000

1,608,528

MTN Group Ltd

439,250

7,900,800

Naspers Ltd. Class N

58,600

3,076,959

Northam Platinum Ltd.

131,800

911,587

Paracon Holdings Ltd.

2,797,128

682,806

Pioneer Foods Ltd.

72,600

507,937

Raubex Group Ltd.

339,200

1,209,587

RMB Holdings Ltd.

194,100

1,001,388

Sanlam Ltd.

640,500

2,401,058

Sasol Ltd.

102,100

4,597,767

Shoprite Holdings Ltd.

332,100

4,694,405

Spur Corp. Ltd.

100,000

199,856

Standard Bank Group Ltd.

465,963

6,871,325

Tiger Brands Ltd.

38,700

1,037,628

Woolworths Holdings Ltd.

485,792

1,903,625

TOTAL SOUTH AFRICA

74,446,107

Turkey - 11.0%

Bim Birlesik Magazalar AS JSC

43,000

1,476,504

Boyner Buyuk Magazacilik AS (a)

286,000

665,997

Koc Holding AS

540,000

2,578,958

Sekerbank TAS

375,000

475,842

Trakya Cam Sanayii AS

211,120

447,469

Tupras-Turkiye Petrol Rafinerileri AS

57,000

1,530,015

Turk Telekomunikasyon AS

132,000

616,607

Turkiye Garanti Bankasi AS

922,000

5,656,836

Turkiye Halk Bankasi AS

241,000

2,436,380

Turkiye Is Bankasi AS Series C

558,000

2,509,308

TOTAL TURKEY

18,393,916

United Arab Emirates - 0.6%

First Gulf Bank PJSC

140,000

630,837

National Bank of Abu Dhabi PJSC (a)

100,000

325,356

TOTAL UNITED ARAB EMIRATES

956,193

United Kingdom - 0.9%

Aurelian Oil & Gas PLC (a)

237,246

231,863

Hikma Pharmaceuticals PLC

95,992

1,208,818

TOTAL UNITED KINGDOM

1,440,681

Common Stocks - continued

Shares

Value

Zambia - 0.3%

Zambeef Products PLC (a)

629,909

$ 501,486

TOTAL COMMON STOCKS

(Cost $133,056,464)

158,327,847

Government Obligations - 0.4%

 

Principal Amount

 

Ghana - 0.4%

Ghana Republic 14.99% 3/11/13
(Cost $672,328)

GHS

950,000

688,253

Money Market Funds - 6.7%

Shares

 

Fidelity Cash Central Fund, 0.23% (b)
(Cost $11,176,764)

11,176,764

11,176,764

TOTAL INVESTMENT PORTFOLIO - 102.2%

(Cost $144,905,556)

170,192,864

NET OTHER ASSETS (LIABILITIES) - (2.2)%

(3,621,104)

NET ASSETS - 100%

$ 166,571,760

Currency Abbreviations

GHS

-

Ghana Cedi

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 5,948

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

South Africa

$ 74,446,107

$ 62,253,464

$ 12,192,643

$ -

Russia

46,736,375

46,736,375

-

-

Turkey

18,393,916

18,393,916

-

-

Poland

5,156,945

5,156,945

-

-

Qatar

1,887,444

1,887,444

-

-

Kenya

1,744,112

1,744,112

-

-

Morocco

1,705,027

1,705,027

-

-

Egypt

1,486,203

1,486,203

-

-

Canada

1,467,769

1,467,769

-

-

Other

5,303,949

4,816,638

487,311

-

Government Obligations

688,253

-

688,253

-

Money Market Funds

11,176,764

11,176,764

-

-

Total Investments in Securities:

$ 170,192,864

$ 156,824,657

$ 13,368,207

$ -

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $13,853,821 of which $9,997,975, $579,836 and $3,276,010 will expire on October 31, 2016, 2017 and 2018, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value - See accompanying schedule:

Unaffiliated issuers (cost $133,728,792)

$ 159,016,100

 

Fidelity Central Funds (cost $11,176,764)

11,176,764

 

Total Investments (cost $144,905,556)

 

$ 170,192,864

Cash

446,420

Foreign currency held at value (cost $43,853)

43,853

Receivable for investments sold

715,643

Receivable for fund shares sold

1,038,751

Dividends receivable

331,131

Interest receivable

12,515

Distributions receivable from Fidelity Central Funds

1,870

Receivable from investment adviser for expense reductions

8,629

Other receivables

29,697

Total assets

172,821,373

 

 

 

Liabilities

Payable for investments purchased

$ 5,868,963

Payable for fund shares redeemed

141,498

Accrued management fee

106,100

Distribution and service plan fees payable

8,041

Other affiliated payables

39,543

Other payables and accrued expenses

85,468

Total liabilities

6,249,613

 

 

 

Net Assets

$ 166,571,760

Net Assets consist of:

 

Paid in capital

$ 155,164,861

Undistributed net investment income

1,374,218

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(15,260,687)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

25,293,368

Net Assets

$ 166,571,760

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share
($10,044,764 ÷ 1,119,448 shares)

$ 8.97

 

 

 

Maximum offering price per share (100/94.25 of $8.97)

$ 9.52

Class T:
Net Asset Value
and redemption price per share ($3,114,301 ÷ 347,709 shares)

$ 8.96

 

 

 

Maximum offering price per share (100/96.50 of $8.96)

$ 9.28

Class B:
Net Asset Value
and offering price per share ($821,549 ÷ 92,047 shares)A

$ 8.93

 

 

 

Class C:
Net Asset Value
and offering price per share ($5,150,926 ÷ 578,544 shares)A

$ 8.90

 

 

 

Emerging Europe, Middle East, Africa (EMEA):
Net Asset Value
, offering price and redemption price per share ($140,269,534 ÷ 15,584,892 shares)

$ 9.00

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($7,170,686 ÷ 796,981 shares)

$ 9.00

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 3,210,853

Interest

 

62,448

Income from Fidelity Central Funds

 

5,948

Income before foreign taxes withheld

 

3,279,249

Less foreign taxes withheld

 

(232,147)

Total income

 

3,047,102

 

 

 

Expenses

Management fee

$ 1,059,214

Transfer agent fees

390,768

Distribution and service plan fees

70,509

Accounting fees and expenses

67,808

Custodian fees and expenses

228,559

Independent trustees' compensation

723

Registration fees

84,861

Audit

61,037

Legal

579

Miscellaneous

1,497

Total expenses before reductions

1,965,555

Expense reductions

(428,870)

1,536,685

Net investment income (loss)

1,510,417

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(2,970,479)

Foreign currency transactions

(243,247)

Total net realized gain (loss)

 

(3,213,726)

Change in net unrealized appreciation (depreciation) on:

Investment securities

29,132,713

Assets and liabilities in foreign currencies

3,280

Total change in net unrealized appreciation (depreciation)

 

29,135,993

Net gain (loss)

25,922,267

Net increase (decrease) in net assets resulting from operations

$ 27,432,684

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 1,510,417

$ 737,293

Net realized gain (loss)

(3,213,726)

(1,386,047)

Change in net unrealized appreciation (depreciation)

29,135,993

27,532,507

Net increase (decrease) in net assets resulting
from operations

27,432,684

26,883,753

Distributions to shareholders from net investment income

(816,015)

(273,102)

Distributions to shareholders from net realized gain

(391,419)

-

Total distributions

(1,207,434)

(273,102)

Share transactions - net increase (decrease)

22,045,599

53,100,517

Redemption fees

89,745

105,938

Total increase (decrease) in net assets

48,360,594

79,817,106

 

 

 

Net Assets

Beginning of period

118,211,166

38,394,060

End of period (including undistributed net investment income of $1,374,218 and undistributed net investment income of $679,815, respectively)

$ 166,571,760

$ 118,211,166

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009

2008 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.26

$ 4.75

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .07

  .05

  .04

Net realized and unrealized gain (loss)

  1.70

  2.48

  (5.31)

Total from investment operations

  1.77

  2.53

  (5.27)

Distributions from net investment income

  (.04)

  (.03)

  -

Distributions from net realized gain

  (.02)

  -

  -

Total distributions

  (.07) J

  (.03)

  -

Redemption fees added to paid in capital E

  .01

  .01

  .02

Net asset value, end of period

$ 8.97

$ 7.26

$ 4.75

Total Return B,C,D

  24.66%

  53.78%

  (52.50)%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  1.69%

  1.87%

  2.50% A

Expenses net of fee waivers, if any

  1.50%

  1.50%

  1.50% A

Expenses net of all reductions

  1.38%

  1.39%

  1.23% A

Net investment income (loss)

  .95%

  .84%

  1.20% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 10,045

$ 4,817

$ 1,368

Portfolio turnover rate G

  96%

  58%

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 8, 2008 (commencement of operations) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Total distributions of $.07 per share is comprised of distributions from net investment income of $.041 and distributions from net realized gain of $.024 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,

2010

2009

2008 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.25

$ 4.75

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .06

  .04

  .04

Net realized and unrealized gain (loss)

  1.69

  2.47

  (5.31)

Total from investment operations

  1.75

  2.51

  (5.27)

Distributions from net investment income

  (.03)

  (.02)

  -

Distributions from net realized gain

  (.02)

  -

  -

Total distributions

  (.05)

  (.02)

  -

Redemption fees added to paid in capital E

  .01

  .01

  .02

Net asset value, end of period

$ 8.96

$ 7.25

$ 4.75

Total Return B,C,D

  24.44%

  53.20%

  (52.50)%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  1.95%

  2.15%

  2.78% A

Expenses net of fee waivers, if any

  1.75%

  1.75%

  1.75% A

Expenses net of all reductions

  1.62%

  1.64%

  1.49% A

Net investment income (loss)

  .70%

  .59%

  .95% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 3,114

$ 1,560

$ 568

Portfolio turnover rate G

  96%

  58%

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 8, 2008 (commencement of operations) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009

2008 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.23

$ 4.73

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .02

  .01

  .02

Net realized and unrealized gain (loss)

  1.68

  2.48

  (5.31)

Total from investment operations

  1.70

  2.49

  (5.29)

Distributions from net realized gain

  (.01)

  -

  -

Redemption fees added to paid in capital E

  .01

  .01

  .02

Net asset value, end of period

$ 8.93

$ 7.23

$ 4.73

Total Return B,C,D

  23.72%

  52.85%

  (52.70)%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  2.47%

  2.68%

  3.32% A

Expenses net of fee waivers, if any

  2.25%

  2.25%

  2.25% A

Expenses net of all reductions

  2.12%

  2.14%

  1.99% A

Net investment income (loss)

  .20%

  .09%

  .45% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 822

$ 782

$ 487

Portfolio turnover rate G

  96%

  58%

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 8, 2008 (commencement of operations) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,

2010

2009

2008 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.23

$ 4.73

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .02

  .01

  .02

Net realized and unrealized gain (loss)

  1.67

  2.48

  (5.31)

Total from investment operations

  1.69

  2.49

  (5.29)

Distributions from net investment income

  (.01)

  -

  -

Distributions from net realized gain

  (.02)

  -

  -

Total distributions

  (.03)

  -

  -

Redemption fees added to paid in capital E

  .01

  .01

  .02

Net asset value, end of period

$ 8.90

$ 7.23

$ 4.73

Total Return B,C,D

  23.61%

  52.85%

  (52.70)%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  2.45%

  2.61%

  3.28% A

Expenses net of fee waivers, if any

  2.25%

  2.25%

  2.25% A

Expenses net of all reductions

  2.13%

  2.14%

  1.99% A

Net investment income (loss)

  .20%

  .09%

  .45% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 5,151

$ 2,677

$ 741

Portfolio turnover rate G

  96%

  58%

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 8, 2008 (commencement of operations) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Emerging Europe, Middle East, Africa (EMEA)

Years ended October 31,

2010

2009

2008 G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.28

$ 4.76

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .09

  .07

  .05

Net realized and unrealized gain (loss)

  1.70

  2.48

  (5.31)

Total from investment operations

  1.79

  2.55

  (5.26)

Distributions from net investment income

  (.05)

  (.04)

  -

Distributions from net realized gain

  (.02)

  -

  -

Total distributions

  (.08) I

  (.04)

  -

Redemption fees added to paid in capital D

  .01

  .01

  .02

Net asset value, end of period

$ 9.00

$ 7.28

$ 4.76

Total Return B,C

  24.92%

  54.15%

  (52.40)%

Ratios to Average Net Assets E,H

 

 

 

Expenses before reductions

  1.45%

  1.61%

  2.19% A

Expenses net of fee waivers, if any

  1.25%

  1.25%

  1.25% A

Expenses net of all reductions

  1.12%

  1.14%

  .98% A

Net investment income (loss)

  1.21%

  1.09%

  1.45% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 140,270

$ 104,141

$ 32,535

Portfolio turnover rate F

  96%

  58%

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period May 8, 2008 (commencement of operations) to October 31, 2008.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Total distributions of $.08 per share is comprised of distributions from net investment income of $.052 and distributions from net realized gain of $.024 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009

2008 G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.28

$ 4.76

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .09

  .06

  .05

Net realized and unrealized gain (loss)

  1.70

  2.49

  (5.31)

Total from investment operations

  1.79

  2.55

  (5.26)

Distributions from net investment income

  (.05)

  (.04)

  -

Distributions from net realized gain

  (.02)

  -

  -

Total distributions

  (.08) I

  (.04)

  -

Redemption fees added to paid in capital D

  .01

  .01

  .02

Net asset value, end of period

$ 9.00

$ 7.28

$ 4.76

Total Return B,C

  24.95%

  54.15%

  (52.40)%

Ratios to Average Net Assets E,H

 

 

 

Expenses before reductions

  1.34%

  1.60%

  2.12% A

Expenses net of fee waivers, if any

  1.25%

  1.25%

  1.25% A

Expenses net of all reductions

  1.13%

  1.14%

  .98% A

Net investment income (loss)

  1.20%

  1.09%

  1.46% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 7,171

$ 4,235

$ 2,695

Portfolio turnover rate F

  96%

  58%

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period May 8, 2008 (commencement of operations) to October 31, 2008.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Total distributions of $.08 per share is comprised of distributions from net investment income of $.054 and distributions from net realized gain of $.024 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Emerging Europe, Middle East, Africa (EMEA) and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

Annual Report

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010 is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Security Valuation - continued

(ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in significant transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Debt securities, including restricted securities, are valued based on evaluated prices received from independent pricing services or from dealers who make markets in such securities. For foreign government and government agency obligations, pricing services utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices and are generally categorized as Level 2 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing matrices which consider similar factors that would be used by independent pricing services. These are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 31,285,561

Gross unrealized depreciation

(7,672,375)

Net unrealized appreciation (depreciation)

$ 23,613,186

 

 

Tax Cost

$ 146,579,678

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 1,641,475

Capital loss carryforward

$ (13,853,821)

Net unrealized appreciation (depreciation)

$ 23,619,246

The tax character of distributions paid was as follows:

 

October 31,
2010

October 31,
2009

Ordinary Income

$ 1,207,434

$ 273,102

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $142,395,176 and $123,992,844, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .55% of the Fund's average net assets and a group fee rate that averaged .26% during the

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .81% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

0%

.25%

$ 16,288

$ 304

Class T

.25%

.25%

10,772

-

Class B

.75%

.25%

8,030

6,508

Class C

.75%

.25%

35,419

16,934

 

 

 

$ 70,509

$ 23,746

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 12,659

Class T

1,864

Class B*

1,097

Class C*

1,555

 

$ 17,175

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 19,569

.30

Class T

6,660

.31

Class B

2,517

.31

Class C

10,953

.31

Emerging Europe, Middle East, Africa (EMEA)

340,642

.30

Institutional Class 

10,427

.20

 

$ 390,768

 

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The fee is based on the level of average net assets for the month.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $277 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $503 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

Annual Report

7. Expense Reductions - continued

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class A

1.50%

$ 12,027

Class T

1.75%

4,152

Class B

2.25%

1,723

Class C

2.25%

7,018

Emerging Europe, Middle East, Africa (EMEA)

1.25%

230,099

Institutional Class

1.25%

4,595

 

 

$ 259,614

Effective January 1, 2011, the expense limitation will be changed to 1.65%, 1.90%, 2.40%, 2.40%, 1.40% and 1.40% for Class A, T, B, C, Emerging Europe, Middle East, Africa (EMEA) and Institutional, respectively.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $169,256 for the period.

8. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Class A

$ 26,924

$ 8,761

Class T

5,586

2,185

Class C

2,308

-

Emerging Europe, Middle East, Africa (EMEA)

748,050

241,410

Institutional Class

33,147

20,746

Total

$ 816,015

$ 273,102

From net realized gain

 

 

Class A

$ 15,761

$ -

Class T

5,156

-

Class B

1,284

-

Class C

9,232

-

Emerging Europe, Middle East, Africa (EMEA)

345,254

-

Institutional Class

14,732

-

Total

$ 391,419

$ -

Annual Report

Notes to Financial Statements - continued

9. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Class A

 

 

 

 

Shares sold

750,400

571,278

$ 5,978,580

$ 3,669,041

Reinvestment of distributions

5,604

1,833

40,683

8,321

Shares redeemed

(299,775)

(197,844)

(2,302,163)

(1,251,307)

Net increase (decrease)

456,229

375,267

$ 3,717,100

$ 2,426,055

Class T

 

 

 

 

Shares sold

258,490

178,308

$ 2,070,251

$ 1,129,813

Reinvestment of distributions

1,476

481

10,717

2,182

Shares redeemed

(127,308)

(83,315)

(967,322)

(541,782)

Net increase (decrease)

132,658

95,474

$ 1,113,646

$ 590,213

Class B

 

 

 

 

Shares sold

50,154

55,038

$ 403,463

$ 326,654

Reinvestment of distributions

173

-

1,261

-

Shares redeemed

(66,507)

(49,759)

(516,486)

(303,402)

Net increase (decrease)

(16,180)

5,279

$ (111,762)

$ 23,252

Class C

 

 

 

 

Shares sold

353,916

342,231

$ 2,814,751

$ 2,213,144

Reinvestment of distributions

1,559

-

11,306

-

Shares redeemed

(147,366)

(128,292)

(1,102,603)

(825,454)

Net increase (decrease)

208,109

213,939

$ 1,723,454

$ 1,387,690

Emerging Europe, Middle East, Africa (EMEA)

 

 

 

Shares sold

10,587,461

13,077,282

$ 85,331,520

$ 83,717,275

Reinvestment of distributions

144,800

50,835

1,051,250

230,791

Shares redeemed

(9,457,558)

(5,656,005)

(72,517,018)

(35,458,373)

Net increase (decrease)

1,274,703

7,472,112

$ 13,865,752

$ 48,489,693

Institutional Class

 

 

 

 

Shares sold

319,437

182,348

$ 2,551,378

$ 1,155,556

Reinvestment of distributions

825

1,053

5,986

4,781

Shares redeemed

(105,236)

(167,948)

(819,955)

(976,723)

Net increase (decrease)

215,026

15,453

$ 1,737,409

$ 183,614

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, FMR or its affiliates were the owners of record of 10% of the total outstanding shares of the Fund.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the two years in the period then ended and the period May 8, 2008 (commencement of operations) to October 31, 2008. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2010, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund as of October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the two years in the period then ended and the period May 8, 2008 (commencement of operations) to October 31, 2008, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 16, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Annual Report

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

Trustees and Officers - continued

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Annual Report

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and special chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund

12/13/10

12/10/10

$0.071

$0.015

Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund designates 100% of the dividend distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1 (h) (11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund

12/14/2009

$0.035

$0.0077

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against a broad-based securities market index. The Board noted that FMR does not believe that a meaningful peer group exists against which to compare the fund's performance. Because the fund had been in existence less than three calendar years, the following chart considered by the Board shows, for the one-year period ended December 31, 2009, the total returns of Institutional Class (Class I) and Class C of the fund and the total returns of a broad-based securities market index ("benchmark").

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund

cjc166

The Board noted that the investment performance of the fund was lower than its benchmark for the period shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year. The Board noted that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Annual Report

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month (or shorter) periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 13% means that 87% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund

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The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board noted that the total expenses of each class ranked below its competitive median for 2009.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management &
Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investments (Japan) Limited

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Limited

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

State Street Bank & Trust Company
Quincy, MA

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

Exchanges/Redemptions
and Account Assistance 1-800-544-6666

Product Information 1-800-544-6666

Retirement Accounts 1-800-544-4774
(8 a.m. - 9 p.m.)

TDD Service 1-800-544-0118
for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)

Fidelity Automated Service
Telephone (FAST®) cjc170
1-800-544-5555

cjc170
Automated line for quickest service

EME-UANN-1210
1.861971.102

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(Fidelity Investment logo)(registered trademark)
Fidelity AdvisorSM
Emerging Europe,
Middle East, Africa (EMEA)
Fund - Class A, Class T, Class B
and Class C

Annual Report

October 31, 2010

Class A, Class T, Class B, and Class C are classes of Fidelity® Emerging Europe,
Middle East, Africa (EMEA) Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

 

Past 1
year

Life of
fund
A

  Class A (incl. 5.75% sales charge)

 

17.49%

-5.97%

  Class T (incl. 3.50% sales charge)

 

20.08%

-5.29%

  Class B (incl. contingent deferred sales charge) B

 

18.72%

-5.56%

  Class C (incl. contingent deferred sales charge) C

 

22.61%

-4.43%

A From May 8, 2008.

B Class B shares' contingent deferred sales charge included in the past one year and life of fund total return figures are 5% and 4%, respectively.

C Class C shares' contingent deferred sales charge included the past one year and life of fund total return figures are 1% and 0%, respectively.

Annual Report

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity AdvisorSM Emerging Europe, Middle East, Africa (EMEA) Fund - Class A on May 8, 2008, when the fund started, and the current 5.75% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EM (Emerging Markets) Europe, Middle East and Africa Index performed over the same period.

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Annual Report

Management's Discussion of Fund Performance

Market Recap: The return-to-risk theme was evident within emerging markets during the 12 months ending October 31, 2010. The combination of strong economic growth and superior fiscal conditions bolstered the performance of emerging-markets stocks, as they finished the period well ahead of most foreign developed-country stock indexes. Several smaller country constituents provided a big boost to the index, while most of its biggest components, though strong, still lagged. The falling value of the U.S. dollar relative to most emerging-markets currencies also provided a meaningful contribution. Rising commodity prices supported returns in commodity-producing regions, such as Latin America, which also benefited from the announced integration of the Chile, Colombia and Peru stock exchanges, scheduled for November. For the 12 months ending October 31, 2010, the MSCI® Emerging Markets Index climbed 23.89%. Among emerging-markets countries, major index components South Korea, Taiwan, Brazil and China gained roughly 25%, 21%, 15% and 9%, respectively. India, also a large constituent, solidly beat the index, returning about 35%. Other strong-performing countries included Thailand (62%), Turkey (55%), Indonesia (52%), Malaysia (36%), Mexico (34%) and South Africa (33%).

Comments from Adam Kutas, Portfolio Manager of Fidelity AdvisorSM Emerging Europe, Middle East, Africa (EMEA) Fund: For the year, the fund's Class A, Class T, Class B and Class C shares returned 24.66%, 24.44%, 23.72% and 23.61%, respectively (excluding sales charges), versus the 25.07% return of the MSCI EM (Emerging Markets) Europe, Middle East and Africa Index. The fund's positioning in financials and materials detracted, as did a modest cash position within a strong market. Geographically, the fund lost ground due to unsuccessful stock selection in South Africa and by underweighting Turkey. Underweighting South African cable TV company Naspers and South African gold company AngloGold Ashanti hurt, along with untimely ownership of Harmony Gold Mining. Conversely, overweighting consumer staples and consumer discretionary helped, along with successful stock picks in telecommunication services. Favorable stock selection in Nigeria, Israel and Egypt boosted results. The fund's investments in Nigeria were out of index. South African retailers Clicks Group and Shoprite Holdings contributed, as did Russian gold and silver producer Polymetal.

Note to shareholders: The fund may invest up to 35% of its total assets in any industry that represents more than 20% of the emerging Europe, Middle East and Africa markets. As of October 31, 2010, the fund did not have more than 25% of its total assets invested in any one industry.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Annual Report

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to
October 31, 2010

Class A

1.50% **

 

 

 

Actual

 

$ 1,000.00

$ 1,115.70

$ 8.00 **

HypotheticalA

 

$ 1,000.00

$ 1,017.64

$ 7.63 **

Class T

1.75% **

 

 

 

Actual

 

$ 1,000.00

$ 1,114.40

$ 9.33 **

HypotheticalA

 

$ 1,000.00

$ 1,016.38

$ 8.89 **

Class B

2.25% **

 

 

 

Actual

 

$ 1,000.00

$ 1,112.10

$ 11.98 **

HypotheticalA

 

$ 1,000.00

$ 1,013.86

$ 11.42 **

Class C

2.25% **

 

 

 

Actual

 

$ 1,000.00

$ 1,111.10

$ 11.97 **

HypotheticalA

 

$ 1,000.00

$ 1,013.86

$ 11.42 **

Emerging Europe, Middle East, Africa (EMEA)

1.25% **

 

 

 

Actual

 

$ 1,000.00

$ 1,116.60

$ 6.67 **

HypotheticalA

 

$ 1,000.00

$ 1,018.90

$ 6.36 **

Institutional Class

1.25% **

 

 

 

Actual

 

$ 1,000.00

$ 1,118.00

$ 6.67 **

HypotheticalA

 

$ 1,000.00

$ 1,018.90

$ 6.36 **

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

** If changes to voluntary expense limitations, effective January 1, 2011 had been in effect during the entire period, the annualized expense ratios and the expenses paid in the actual and hypothetical examples above would have been as follows:

 

Annualized
Expense Ratio


Expenses Paid

Class A

1.62%

 

Actual

 

$ 8.64

HypotheticalA

 

$ 8.24

 

Annualized
Expense Ratio


Expenses Paid

Class T

1.89%

 

Actual

 

$ 10.07

HypotheticalA

 

$ 9.60

Class B

2.38%

 

Actual

 

$ 12.67

HypotheticalA

 

$ 12.08

Class C

2.37%

 

Actual

 

$ 12.61

HypotheticalA

 

$ 12.03

Emerging Europe, Middle East, Africa (EMEA)

1.36%

 

Actual

 

$ 7.25

HypotheticalA

 

$ 6.92

Institutional Class

1.27%

 

Actual

 

$ 6.78

HypotheticalA

 

$ 6.46

A 5% return per year before expenses

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

cjc132

South Africa 44.7%

 

cjc134

Russia 28.1%

 

cjc136

Turkey 11.0%

 

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United States of America* 4.5%

 

cjc140

Poland 3.1%

 

cjc142

Qatar 1.1%

 

cjc144

Kenya 1.1%

 

cjc146

Morocco 1.0%

 

cjc148

Egypt 0.9%

 

cjc150

Other 4.5%

 

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* Includes short-term investments and net other assets.

As of April 30, 2010

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South Africa 37.2%

 

cjc134

Russia 31.6%

 

cjc136

Israel 14.4%

 

cjc138

Turkey 3.5%

 

cjc140

Nigeria 2.8%

 

cjc142

Poland 1.7%

 

cjc144

Qatar 1.1%

 

cjc146

Morocco 1.1%

 

cjc148

Kenya 1.1%

 

cjc150

Other* 5.5%

 

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* Includes short-term investments and net other assets.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

95.1

98.9

Bonds

0.4

0.5

Short-Term Investments and Net Other Assets

4.5

0.6

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

OAO Gazprom (Russia, Oil, Gas & Consumable Fuels)

6.5

7.3

Sberbank (Savings Bank of the Russian Federation) (Russia, Commercial Banks)

4.8

3.7

MTN Group Ltd. (South Africa, Wireless Telecommunication Services)

4.7

3.2

Lukoil Oil Co. sponsored ADR (United Kingdom) (Russia, Oil, Gas & Consumable Fuels)

4.5

4.5

Standard Bank Group Ltd. (South Africa, Commercial Banks)

4.1

4.1

Turkiye Garanti Bankasi AS (Turkey, Commercial Banks)

3.4

1.8

FirstRand Ltd. (South Africa, Diversified Financial Services)

3.2

2.7

Exxaro Resources Ltd. (South Africa, Metals & Mining)

3.0

2.2

Shoprite Holdings Ltd. (South Africa, Food & Staples Retailing)

2.8

2.7

Sasol Ltd. (South Africa, Oil, Gas & Consumable Fuels)

2.8

2.8

 

39.8

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

25.9

22.9

Energy

20.2

19.1

Materials

13.0

15.1

Telecommunication Services

9.4

10.1

Consumer Discretionary

9.2

6.4

Consumer Staples

8.9

6.1

Industrials

4.4

3.6

Health Care

2.7

11.7

Utilities

1.0

2.3

Information Technology

0.4

1.6

Annual Report

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 95.1%

Shares

Value

Australia - 0.3%

Centamin Egypt Ltd.:

(Canada) (a)

50,000

$ 141,190

(United Kingdom) (a)

150,000

415,758

TOTAL AUSTRALIA

556,948

Bailiwick of Jersey - 0.3%

Randgold Resources Ltd.

5,200

487,311

Canada - 0.9%

Bankers Petroleum Ltd. (a)

107,000

750,123

Equinox Minerals Ltd. (a)

33,900

184,142

TransGlobe Energy Corp. (a)

50,900

533,504

TOTAL CANADA

1,467,769

Egypt - 0.9%

Arab Polvara Spinning & Weaving Co. (a)

680,000

481,614

Commercial International Bank Ltd.

74,300

559,687

Egyptian Co. for Mobile Services (MobiNil)

14,932

444,902

TOTAL EGYPT

1,486,203

Kenya - 1.1%

British American Tobacco Kenya Ltd.

179,800

616,775

East African Breweries Ltd.

266,969

700,897

Safaricom Ltd.

7,100,000

426,440

TOTAL KENYA

1,744,112

Morocco - 1.0%

Maroc Telecom

90,100

1,705,027

Nigeria - 0.8%

Guaranty Trust Bank PLC GDR (Reg. S)

54,913

398,668

Nigerian Breweries PLC

662,403

334,188

United Bank for Africa PLC

3,986,048

237,894

Zenith Bank PLC

4,472,241

390,580

TOTAL NIGERIA

1,361,330

Poland - 3.1%

Bank Polska Kasa Opieki SA

39,900

2,607,697

Eurocash SA

157,300

1,445,777

Powszechna Kasa Oszczednosci Bank SA

69,900

1,103,471

TOTAL POLAND

5,156,945

Qatar - 1.1%

Qatar National Bank SAQ

41,725

1,887,444

Common Stocks - continued

Shares

Value

Russia - 28.1%

Comstar United TeleSystems OJSC GDR (Reg. S) (a)

396,557

$ 2,569,689

DIXY Group OJSC (a)

62,300

811,671

Interregional Distribution Grid Companies Holding JSC (a)

2,893,400

501,324

Lukoil Oil Co. sponsored ADR (United Kingdom)

134,395

7,499,241

Magnit OJSC

14,200

1,654,353

Mobile TeleSystems OJSC (a)

123,100

997,863

Mobile TeleSystems OJSC sponsored ADR

15,000

324,750

Novolipetsk Steel Ojsc

36,600

1,252,818

Novorossiysk Commercial Sea Port JSC

2,781,700

339,806

OAO Gazprom (a)

1,963,700

10,759,302

OAO NOVATEK (a)

71,900

578,470

OAO NOVATEK GDR

40,200

3,845,130

OJSC MMC Norilsk Nickel (a)

7,200

1,303,694

OJSC Oil Co. Rosneft (a)

75,500

528,303

OJSC Oil Company Rosneft GDR (Reg. S)

294,200

2,050,574

Polymetal JSC (a)

20,500

328,149

Protek (a)

54,500

98,936

RusHydro JSC (a)

15,098,400

776,043

Sberbank (Savings Bank of the Russian Federation)

2,426,500

7,974,184

Sistema JSFC sponsored GDR

25,200

650,160

Surgutneftegaz JSC sponsored ADR

70,900

694,820

TGK-1 OAO (a)

562,635,400

390,469

Uralkali JSC (a)

100,000

494,824

VTB Bank JSC unit

47,100

311,802

TOTAL RUSSIA

46,736,375

South Africa - 44.7%

Africa Cellular Towers Ltd. (a)

5,335,800

190,427

African Rainbow Minerals Ltd.

70,500

1,798,567

AngloGold Ashanti Ltd.

72,400

3,395,565

Aspen Pharmacare Holdings Ltd.

237,500

3,170,035

Aveng Ltd.

157,700

990,543

Barloworld Ltd.

44,200

331,261

Bidvest Group Ltd.

72,200

1,540,153

Cashbuild Ltd.

80,500

1,085,967

Clicks Group Ltd.

649,060

4,234,380

DRDGOLD Ltd.

458,514

227,074

Exxaro Resources Ltd.

262,400

4,944,547

FirstRand Ltd.

1,780,100

5,237,345

Foschini Ltd.

105,600

1,281,814

Harmony Gold Mining Co. Ltd.

345,900

3,972,237

Illovo Sugar Ltd.

245,703

911,953

Common Stocks - continued

Shares

Value

South Africa - continued

Impala Platinum Holdings Ltd.

53,300

$ 1,506,542

JSE Ltd.

35,000

394,715

Lewis Group Ltd.

61,500

627,726

Mr Price Group Ltd.

177,000

1,608,528

MTN Group Ltd

439,250

7,900,800

Naspers Ltd. Class N

58,600

3,076,959

Northam Platinum Ltd.

131,800

911,587

Paracon Holdings Ltd.

2,797,128

682,806

Pioneer Foods Ltd.

72,600

507,937

Raubex Group Ltd.

339,200

1,209,587

RMB Holdings Ltd.

194,100

1,001,388

Sanlam Ltd.

640,500

2,401,058

Sasol Ltd.

102,100

4,597,767

Shoprite Holdings Ltd.

332,100

4,694,405

Spur Corp. Ltd.

100,000

199,856

Standard Bank Group Ltd.

465,963

6,871,325

Tiger Brands Ltd.

38,700

1,037,628

Woolworths Holdings Ltd.

485,792

1,903,625

TOTAL SOUTH AFRICA

74,446,107

Turkey - 11.0%

Bim Birlesik Magazalar AS JSC

43,000

1,476,504

Boyner Buyuk Magazacilik AS (a)

286,000

665,997

Koc Holding AS

540,000

2,578,958

Sekerbank TAS

375,000

475,842

Trakya Cam Sanayii AS

211,120

447,469

Tupras-Turkiye Petrol Rafinerileri AS

57,000

1,530,015

Turk Telekomunikasyon AS

132,000

616,607

Turkiye Garanti Bankasi AS

922,000

5,656,836

Turkiye Halk Bankasi AS

241,000

2,436,380

Turkiye Is Bankasi AS Series C

558,000

2,509,308

TOTAL TURKEY

18,393,916

United Arab Emirates - 0.6%

First Gulf Bank PJSC

140,000

630,837

National Bank of Abu Dhabi PJSC (a)

100,000

325,356

TOTAL UNITED ARAB EMIRATES

956,193

United Kingdom - 0.9%

Aurelian Oil & Gas PLC (a)

237,246

231,863

Hikma Pharmaceuticals PLC

95,992

1,208,818

TOTAL UNITED KINGDOM

1,440,681

Common Stocks - continued

Shares

Value

Zambia - 0.3%

Zambeef Products PLC (a)

629,909

$ 501,486

TOTAL COMMON STOCKS

(Cost $133,056,464)

158,327,847

Government Obligations - 0.4%

 

Principal Amount

 

Ghana - 0.4%

Ghana Republic 14.99% 3/11/13
(Cost $672,328)

GHS

950,000

688,253

Money Market Funds - 6.7%

Shares

 

Fidelity Cash Central Fund, 0.23% (b)
(Cost $11,176,764)

11,176,764

11,176,764

TOTAL INVESTMENT PORTFOLIO - 102.2%

(Cost $144,905,556)

170,192,864

NET OTHER ASSETS (LIABILITIES) - (2.2)%

(3,621,104)

NET ASSETS - 100%

$ 166,571,760

Currency Abbreviations

GHS

-

Ghana Cedi

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 5,948

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

South Africa

$ 74,446,107

$ 62,253,464

$ 12,192,643

$ -

Russia

46,736,375

46,736,375

-

-

Turkey

18,393,916

18,393,916

-

-

Poland

5,156,945

5,156,945

-

-

Qatar

1,887,444

1,887,444

-

-

Kenya

1,744,112

1,744,112

-

-

Morocco

1,705,027

1,705,027

-

-

Egypt

1,486,203

1,486,203

-

-

Canada

1,467,769

1,467,769

-

-

Other

5,303,949

4,816,638

487,311

-

Government Obligations

688,253

-

688,253

-

Money Market Funds

11,176,764

11,176,764

-

-

Total Investments in Securities:

$ 170,192,864

$ 156,824,657

$ 13,368,207

$ -

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $13,853,821 of which $9,997,975, $579,836 and $3,276,010 will expire on October 31, 2016, 2017 and 2018, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value - See accompanying schedule:

Unaffiliated issuers (cost $133,728,792)

$ 159,016,100

 

Fidelity Central Funds (cost $11,176,764)

11,176,764

 

Total Investments (cost $144,905,556)

 

$ 170,192,864

Cash

446,420

Foreign currency held at value (cost $43,853)

43,853

Receivable for investments sold

715,643

Receivable for fund shares sold

1,038,751

Dividends receivable

331,131

Interest receivable

12,515

Distributions receivable from Fidelity Central Funds

1,870

Receivable from investment adviser for expense reductions

8,629

Other receivables

29,697

Total assets

172,821,373

 

 

 

Liabilities

Payable for investments purchased

$ 5,868,963

Payable for fund shares redeemed

141,498

Accrued management fee

106,100

Distribution and service plan fees payable

8,041

Other affiliated payables

39,543

Other payables and accrued expenses

85,468

Total liabilities

6,249,613

 

 

 

Net Assets

$ 166,571,760

Net Assets consist of:

 

Paid in capital

$ 155,164,861

Undistributed net investment income

1,374,218

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(15,260,687)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

25,293,368

Net Assets

$ 166,571,760

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share
($10,044,764 ÷ 1,119,448 shares)

$ 8.97

 

 

 

Maximum offering price per share (100/94.25 of $8.97)

$ 9.52

Class T:
Net Asset Value
and redemption price per share ($3,114,301 ÷ 347,709 shares)

$ 8.96

 

 

 

Maximum offering price per share (100/96.50 of $8.96)

$ 9.28

Class B:
Net Asset Value
and offering price per share ($821,549 ÷ 92,047 shares)A

$ 8.93

 

 

 

Class C:
Net Asset Value
and offering price per share ($5,150,926 ÷ 578,544 shares)A

$ 8.90

 

 

 

Emerging Europe, Middle East, Africa (EMEA):
Net Asset Value
, offering price and redemption price per share ($140,269,534 ÷ 15,584,892 shares)

$ 9.00

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($7,170,686 ÷ 796,981 shares)

$ 9.00

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 3,210,853

Interest

 

62,448

Income from Fidelity Central Funds

 

5,948

Income before foreign taxes withheld

 

3,279,249

Less foreign taxes withheld

 

(232,147)

Total income

 

3,047,102

 

 

 

Expenses

Management fee

$ 1,059,214

Transfer agent fees

390,768

Distribution and service plan fees

70,509

Accounting fees and expenses

67,808

Custodian fees and expenses

228,559

Independent trustees' compensation

723

Registration fees

84,861

Audit

61,037

Legal

579

Miscellaneous

1,497

Total expenses before reductions

1,965,555

Expense reductions

(428,870)

1,536,685

Net investment income (loss)

1,510,417

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(2,970,479)

Foreign currency transactions

(243,247)

Total net realized gain (loss)

 

(3,213,726)

Change in net unrealized appreciation (depreciation) on:

Investment securities

29,132,713

Assets and liabilities in foreign currencies

3,280

Total change in net unrealized appreciation (depreciation)

 

29,135,993

Net gain (loss)

25,922,267

Net increase (decrease) in net assets resulting from operations

$ 27,432,684

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 1,510,417

$ 737,293

Net realized gain (loss)

(3,213,726)

(1,386,047)

Change in net unrealized appreciation (depreciation)

29,135,993

27,532,507

Net increase (decrease) in net assets resulting
from operations

27,432,684

26,883,753

Distributions to shareholders from net investment income

(816,015)

(273,102)

Distributions to shareholders from net realized gain

(391,419)

-

Total distributions

(1,207,434)

(273,102)

Share transactions - net increase (decrease)

22,045,599

53,100,517

Redemption fees

89,745

105,938

Total increase (decrease) in net assets

48,360,594

79,817,106

 

 

 

Net Assets

Beginning of period

118,211,166

38,394,060

End of period (including undistributed net investment income of $1,374,218 and undistributed net investment income of $679,815, respectively)

$ 166,571,760

$ 118,211,166

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009

2008 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.26

$ 4.75

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .07

  .05

  .04

Net realized and unrealized gain (loss)

  1.70

  2.48

  (5.31)

Total from investment operations

  1.77

  2.53

  (5.27)

Distributions from net investment income

  (.04)

  (.03)

  -

Distributions from net realized gain

  (.02)

  -

  -

Total distributions

  (.07) J

  (.03)

  -

Redemption fees added to paid in capital E

  .01

  .01

  .02

Net asset value, end of period

$ 8.97

$ 7.26

$ 4.75

Total Return B,C,D

  24.66%

  53.78%

  (52.50)%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  1.69%

  1.87%

  2.50% A

Expenses net of fee waivers, if any

  1.50%

  1.50%

  1.50% A

Expenses net of all reductions

  1.38%

  1.39%

  1.23% A

Net investment income (loss)

  .95%

  .84%

  1.20% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 10,045

$ 4,817

$ 1,368

Portfolio turnover rate G

  96%

  58%

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 8, 2008 (commencement of operations) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Total distributions of $.07 per share is comprised of distributions from net investment income of $.041 and distributions from net realized gain of $.024 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,

2010

2009

2008 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.25

$ 4.75

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .06

  .04

  .04

Net realized and unrealized gain (loss)

  1.69

  2.47

  (5.31)

Total from investment operations

  1.75

  2.51

  (5.27)

Distributions from net investment income

  (.03)

  (.02)

  -

Distributions from net realized gain

  (.02)

  -

  -

Total distributions

  (.05)

  (.02)

  -

Redemption fees added to paid in capital E

  .01

  .01

  .02

Net asset value, end of period

$ 8.96

$ 7.25

$ 4.75

Total Return B,C,D

  24.44%

  53.20%

  (52.50)%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  1.95%

  2.15%

  2.78% A

Expenses net of fee waivers, if any

  1.75%

  1.75%

  1.75% A

Expenses net of all reductions

  1.62%

  1.64%

  1.49% A

Net investment income (loss)

  .70%

  .59%

  .95% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 3,114

$ 1,560

$ 568

Portfolio turnover rate G

  96%

  58%

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 8, 2008 (commencement of operations) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009

2008 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.23

$ 4.73

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .02

  .01

  .02

Net realized and unrealized gain (loss)

  1.68

  2.48

  (5.31)

Total from investment operations

  1.70

  2.49

  (5.29)

Distributions from net realized gain

  (.01)

  -

  -

Redemption fees added to paid in capital E

  .01

  .01

  .02

Net asset value, end of period

$ 8.93

$ 7.23

$ 4.73

Total Return B,C,D

  23.72%

  52.85%

  (52.70)%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  2.47%

  2.68%

  3.32% A

Expenses net of fee waivers, if any

  2.25%

  2.25%

  2.25% A

Expenses net of all reductions

  2.12%

  2.14%

  1.99% A

Net investment income (loss)

  .20%

  .09%

  .45% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 822

$ 782

$ 487

Portfolio turnover rate G

  96%

  58%

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 8, 2008 (commencement of operations) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,

2010

2009

2008 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.23

$ 4.73

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .02

  .01

  .02

Net realized and unrealized gain (loss)

  1.67

  2.48

  (5.31)

Total from investment operations

  1.69

  2.49

  (5.29)

Distributions from net investment income

  (.01)

  -

  -

Distributions from net realized gain

  (.02)

  -

  -

Total distributions

  (.03)

  -

  -

Redemption fees added to paid in capital E

  .01

  .01

  .02

Net asset value, end of period

$ 8.90

$ 7.23

$ 4.73

Total Return B,C,D

  23.61%

  52.85%

  (52.70)%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  2.45%

  2.61%

  3.28% A

Expenses net of fee waivers, if any

  2.25%

  2.25%

  2.25% A

Expenses net of all reductions

  2.13%

  2.14%

  1.99% A

Net investment income (loss)

  .20%

  .09%

  .45% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 5,151

$ 2,677

$ 741

Portfolio turnover rate G

  96%

  58%

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 8, 2008 (commencement of operations) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Emerging Europe, Middle East, Africa (EMEA)

Years ended October 31,

2010

2009

2008 G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.28

$ 4.76

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .09

  .07

  .05

Net realized and unrealized gain (loss)

  1.70

  2.48

  (5.31)

Total from investment operations

  1.79

  2.55

  (5.26)

Distributions from net investment income

  (.05)

  (.04)

  -

Distributions from net realized gain

  (.02)

  -

  -

Total distributions

  (.08) I

  (.04)

  -

Redemption fees added to paid in capital D

  .01

  .01

  .02

Net asset value, end of period

$ 9.00

$ 7.28

$ 4.76

Total Return B,C

  24.92%

  54.15%

  (52.40)%

Ratios to Average Net Assets E,H

 

 

 

Expenses before reductions

  1.45%

  1.61%

  2.19% A

Expenses net of fee waivers, if any

  1.25%

  1.25%

  1.25% A

Expenses net of all reductions

  1.12%

  1.14%

  .98% A

Net investment income (loss)

  1.21%

  1.09%

  1.45% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 140,270

$ 104,141

$ 32,535

Portfolio turnover rate F

  96%

  58%

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period May 8, 2008 (commencement of operations) to October 31, 2008.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Total distributions of $.08 per share is comprised of distributions from net investment income of $.052 and distributions from net realized gain of $.024 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009

2008 G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.28

$ 4.76

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .09

  .06

  .05

Net realized and unrealized gain (loss)

  1.70

  2.49

  (5.31)

Total from investment operations

  1.79

  2.55

  (5.26)

Distributions from net investment income

  (.05)

  (.04)

  -

Distributions from net realized gain

  (.02)

  -

  -

Total distributions

  (.08) I

  (.04)

  -

Redemption fees added to paid in capital D

  .01

  .01

  .02

Net asset value, end of period

$ 9.00

$ 7.28

$ 4.76

Total Return B,C

  24.95%

  54.15%

  (52.40)%

Ratios to Average Net Assets E,H

 

 

 

Expenses before reductions

  1.34%

  1.60%

  2.12% A

Expenses net of fee waivers, if any

  1.25%

  1.25%

  1.25% A

Expenses net of all reductions

  1.13%

  1.14%

  .98% A

Net investment income (loss)

  1.20%

  1.09%

  1.46% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 7,171

$ 4,235

$ 2,695

Portfolio turnover rate F

  96%

  58%

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period May 8, 2008 (commencement of operations) to October 31, 2008.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Total distributions of $.08 per share is comprised of distributions from net investment income of $.054 and distributions from net realized gain of $.024 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Emerging Europe, Middle East, Africa (EMEA) and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

Annual Report

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010 is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Security Valuation - continued

(ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in significant transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Debt securities, including restricted securities, are valued based on evaluated prices received from independent pricing services or from dealers who make markets in such securities. For foreign government and government agency obligations, pricing services utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices and are generally categorized as Level 2 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing matrices which consider similar factors that would be used by independent pricing services. These are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 31,285,561

Gross unrealized depreciation

(7,672,375)

Net unrealized appreciation (depreciation)

$ 23,613,186

 

 

Tax Cost

$ 146,579,678

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 1,641,475

Capital loss carryforward

$ (13,853,821)

Net unrealized appreciation (depreciation)

$ 23,619,246

The tax character of distributions paid was as follows:

 

October 31,
2010

October 31,
2009

Ordinary Income

$ 1,207,434

$ 273,102

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $142,395,176 and $123,992,844, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .55% of the Fund's average net assets and a group fee rate that averaged .26% during the

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .81% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

0%

.25%

$ 16,288

$ 304

Class T

.25%

.25%

10,772

-

Class B

.75%

.25%

8,030

6,508

Class C

.75%

.25%

35,419

16,934

 

 

 

$ 70,509

$ 23,746

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 12,659

Class T

1,864

Class B*

1,097

Class C*

1,555

 

$ 17,175

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 19,569

.30

Class T

6,660

.31

Class B

2,517

.31

Class C

10,953

.31

Emerging Europe, Middle East, Africa (EMEA)

340,642

.30

Institutional Class 

10,427

.20

 

$ 390,768

 

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The fee is based on the level of average net assets for the month.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $277 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $503 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

Annual Report

7. Expense Reductions - continued

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class A

1.50%

$ 12,027

Class T

1.75%

4,152

Class B

2.25%

1,723

Class C

2.25%

7,018

Emerging Europe, Middle East, Africa (EMEA)

1.25%

230,099

Institutional Class

1.25%

4,595

 

 

$ 259,614

Effective January 1, 2011, the expense limitation will be changed to 1.65%, 1.90%, 2.40%, 2.40%, 1.40% and 1.40% for Class A, T, B, C, Emerging Europe, Middle East, Africa (EMEA) and Institutional, respectively.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $169,256 for the period.

8. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Class A

$ 26,924

$ 8,761

Class T

5,586

2,185

Class C

2,308

-

Emerging Europe, Middle East, Africa (EMEA)

748,050

241,410

Institutional Class

33,147

20,746

Total

$ 816,015

$ 273,102

From net realized gain

 

 

Class A

$ 15,761

$ -

Class T

5,156

-

Class B

1,284

-

Class C

9,232

-

Emerging Europe, Middle East, Africa (EMEA)

345,254

-

Institutional Class

14,732

-

Total

$ 391,419

$ -

Annual Report

Notes to Financial Statements - continued

9. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Class A

 

 

 

 

Shares sold

750,400

571,278

$ 5,978,580

$ 3,669,041

Reinvestment of distributions

5,604

1,833

40,683

8,321

Shares redeemed

(299,775)

(197,844)

(2,302,163)

(1,251,307)

Net increase (decrease)

456,229

375,267

$ 3,717,100

$ 2,426,055

Class T

 

 

 

 

Shares sold

258,490

178,308

$ 2,070,251

$ 1,129,813

Reinvestment of distributions

1,476

481

10,717

2,182

Shares redeemed

(127,308)

(83,315)

(967,322)

(541,782)

Net increase (decrease)

132,658

95,474

$ 1,113,646

$ 590,213

Class B

 

 

 

 

Shares sold

50,154

55,038

$ 403,463

$ 326,654

Reinvestment of distributions

173

-

1,261

-

Shares redeemed

(66,507)

(49,759)

(516,486)

(303,402)

Net increase (decrease)

(16,180)

5,279

$ (111,762)

$ 23,252

Class C

 

 

 

 

Shares sold

353,916

342,231

$ 2,814,751

$ 2,213,144

Reinvestment of distributions

1,559

-

11,306

-

Shares redeemed

(147,366)

(128,292)

(1,102,603)

(825,454)

Net increase (decrease)

208,109

213,939

$ 1,723,454

$ 1,387,690

Emerging Europe, Middle East, Africa (EMEA)

 

 

 

Shares sold

10,587,461

13,077,282

$ 85,331,520

$ 83,717,275

Reinvestment of distributions

144,800

50,835

1,051,250

230,791

Shares redeemed

(9,457,558)

(5,656,005)

(72,517,018)

(35,458,373)

Net increase (decrease)

1,274,703

7,472,112

$ 13,865,752

$ 48,489,693

Institutional Class

 

 

 

 

Shares sold

319,437

182,348

$ 2,551,378

$ 1,155,556

Reinvestment of distributions

825

1,053

5,986

4,781

Shares redeemed

(105,236)

(167,948)

(819,955)

(976,723)

Net increase (decrease)

215,026

15,453

$ 1,737,409

$ 183,614

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, FMR or its affiliates were the owners of record of 10% of the total outstanding shares of the Fund.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the two years in the period then ended and the period May 8, 2008 (commencement of operations) to October 31, 2008. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2010, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund as of October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the two years in the period then ended and the period May 8, 2008 (commencement of operations) to October 31, 2008, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 16, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Annual Report

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

Trustees and Officers - continued

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999 - present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994 - present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and special chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Class A

12/13/10

12/10/10

$0.059

$0.015

Class T

12/13/10

12/10/10

$0.046

$0.015

Class B

12/13/10

12/10/10

$0.000

$0.010

Class C

12/13/10

12/10/10

$0.025

$0.015

Class A, T, B and C designate 100% of the dividend distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Class A

12/14/2009

$0.030

$0.0077

Class T

12/14/2009

$0.024

$0.0077

Class B

12/14/2009

$0.008

$0.0077

Class C

12/14/2009

$0.016

$0.0077

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against a broad-based securities market index. The Board noted that FMR does not believe that a meaningful peer group exists against which to compare the fund's performance. Because the fund had been in existence less than three calendar years, the following chart considered by the Board shows, for the one-year period ended December 31, 2009, the total returns of Institutional Class (Class I) and Class C of the fund and the total returns of a broad-based securities market index ("benchmark").

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund

cjc213

The Board noted that the investment performance of the fund was lower than its benchmark for the period shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year. The Board noted that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Annual Report

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month (or shorter) periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 13% means that 87% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund

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The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board noted that the total expenses of each class ranked below its competitive median for 2009.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investments (Japan) Limited

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Limited

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

State Street Bank & Trust Company
Quincy, MA

AEME-UANN-1210
1.861988.102

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(Fidelity Investment logo)(registered trademark)
Fidelity AdvisorSM
Emerging Europe,
Middle East, Africa (EMEA)
Fund - Institutional Class

Annual Report

October 31, 2010

Institutional Class is a
class of Fidelity® Emerging Europe, Middle East, Africa (EMEA) Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

 

Past 1
year

Life of
fund
A

  Institutional Class

 

24.95%

-3.44%

A From May 8, 2008.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity AdvisorSM Emerging Europe, Middle East, Africa (EMEA) Fund - Institutional Class on May 8, 2008, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EM (Emerging Markets) Europe, Middle East and Africa Index performed over the same period.

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Annual Report

Management's Discussion of Fund Performance

Market Recap: The return-to-risk theme was evident within emerging markets during the 12 months ending October 31, 2010. The combination of strong economic growth and superior fiscal conditions bolstered the performance of emerging-markets stocks, as they finished the period well ahead of most foreign developed-country stock indexes. Several smaller country constituents provided a big boost to the index, while most of its biggest components, though strong, still lagged. The falling value of the U.S. dollar relative to most emerging-markets currencies also provided a meaningful contribution. Rising commodity prices supported returns in commodity-producing regions, such as Latin America, which also benefited from the announced integration of the Chile, Colombia and Peru stock exchanges, scheduled for November. For the 12 months ending October 31, 2010, the MSCI® Emerging Markets Index climbed 23.89%. Among emerging-markets countries, major index components South Korea, Taiwan, Brazil and China gained roughly 25%, 21%, 15% and 9%, respectively. India, also a large constituent, solidly beat the index, returning about 35%. Other strong-performing countries included Thailand (62%), Turkey (55%), Indonesia (52%), Malaysia (36%), Mexico (34%) and South Africa (33%).

Comments from Adam Kutas, Portfolio Manager of Fidelity AdvisorSM Emerging Europe, Middle East, Africa (EMEA) Fund: For the year, the fund's Institutional Class shares returned 24.95%, versus the 25.07% return of the MSCI EM (Emerging Markets) Europe, Middle East and Africa Index. The fund's positioning in financials and materials detracted, as did a modest cash position within a strong market. Geographically, the fund lost ground due to unsuccessful stock selection in South Africa and by underweighting Turkey. Underweighting South African cable TV company Naspers and South African gold company AngloGold Ashanti hurt, along with untimely ownership of Harmony Gold Mining. Conversely, overweighting consumer staples and consumer discretionary helped, along with stock picks in telecommunication services. Favorable stock selection in Nigeria, Israel and Egypt boosted results. The fund's investments in Nigeria were out of index. South African retailers Clicks Group and Shoprite Holdings contributed, as did Russian gold and silver producer Polymetal.

Note to shareholders: The fund may invest up to 35% of its total assets in any industry that represents more than 20% of the emerging Europe, Middle East and Africa markets. As of October 31, 2010, the fund did not have more than 25% of its total assets invested in any one industry.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Annual Report

Shareholder Expense Example - continued

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to
October 31, 2010

Class A

1.50% **

 

 

 

Actual

 

$ 1,000.00

$ 1,115.70

$ 8.00 **

HypotheticalA

 

$ 1,000.00

$ 1,017.64

$ 7.63 **

Class T

1.75% **

 

 

 

Actual

 

$ 1,000.00

$ 1,114.40

$ 9.33 **

HypotheticalA

 

$ 1,000.00

$ 1,016.38

$ 8.89 **

Class B

2.25% **

 

 

 

Actual

 

$ 1,000.00

$ 1,112.10

$ 11.98 **

HypotheticalA

 

$ 1,000.00

$ 1,013.86

$ 11.42 **

Class C

2.25% **

 

 

 

Actual

 

$ 1,000.00

$ 1,111.10

$ 11.97 **

HypotheticalA

 

$ 1,000.00

$ 1,013.86

$ 11.42 **

Emerging Europe, Middle East, Africa (EMEA)

1.25% **

 

 

 

Actual

 

$ 1,000.00

$ 1,116.60

$ 6.67 **

HypotheticalA

 

$ 1,000.00

$ 1,018.90

$ 6.36 **

Institutional Class

1.25% **

 

 

 

Actual

 

$ 1,000.00

$ 1,118.00

$ 6.67 **

HypotheticalA

 

$ 1,000.00

$ 1,018.90

$ 6.36 **

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

** If changes to voluntary expense limitations, effective January 1, 2011 had been in effect during the entire period, the annualized expense ratios and the expenses paid in the actual and hypothetical examples above would have been as follows:

 

Annualized
Expense Ratio


Expenses Paid

Class A

1.62%

 

Actual

 

$ 8.64

HypotheticalA

 

$ 8.24

 

Annualized
Expense Ratio


Expenses Paid

Class T

1.89%

 

Actual

 

$ 10.07

HypotheticalA

 

$ 9.60

Class B

2.38%

 

Actual

 

$ 12.67

HypotheticalA

 

$ 12.08

Class C

2.37%

 

Actual

 

$ 12.61

HypotheticalA

 

$ 12.03

Emerging Europe, Middle East, Africa (EMEA)

1.36%

 

Actual

 

$ 7.25

HypotheticalA

 

$ 6.92

Institutional Class

1.27%

 

Actual

 

$ 6.78

HypotheticalA

 

$ 6.46

A 5% return per year before expenses

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

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South Africa 44.7%

 

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Russia 28.1%

 

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Turkey 11.0%

 

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United States of America* 4.5%

 

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Poland 3.1%

 

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Qatar 1.1%

 

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Kenya 1.1%

 

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Morocco 1.0%

 

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Egypt 0.9%

 

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Other 4.5%

 

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* Includes short-term investments and net other assets.

As of April 30, 2010

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South Africa 37.2%

 

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Russia 31.6%

 

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Israel 14.4%

 

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Turkey 3.5%

 

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Nigeria 2.8%

 

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Poland 1.7%

 

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Qatar 1.1%

 

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Morocco 1.1%

 

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Kenya 1.1%

 

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Other* 5.5%

 

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* Includes short-term investments and net other assets.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

95.1

98.9

Bonds

0.4

0.5

Short-Term Investments and Net Other Assets

4.5

0.6

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

OAO Gazprom (Russia, Oil, Gas & Consumable Fuels)

6.5

7.3

Sberbank (Savings Bank of the Russian Federation) (Russia, Commercial Banks)

4.8

3.7

MTN Group Ltd. (South Africa, Wireless Telecommunication Services)

4.7

3.2

Lukoil Oil Co. sponsored ADR (United Kingdom) (Russia, Oil, Gas & Consumable Fuels)

4.5

4.5

Standard Bank Group Ltd. (South Africa, Commercial Banks)

4.1

4.1

Turkiye Garanti Bankasi AS (Turkey, Commercial Banks)

3.4

1.8

FirstRand Ltd. (South Africa, Diversified Financial Services)

3.2

2.7

Exxaro Resources Ltd. (South Africa, Metals & Mining)

3.0

2.2

Shoprite Holdings Ltd. (South Africa, Food & Staples Retailing)

2.8

2.7

Sasol Ltd. (South Africa, Oil, Gas & Consumable Fuels)

2.8

2.8

 

39.8

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

25.9

22.9

Energy

20.2

19.1

Materials

13.0

15.1

Telecommunication Services

9.4

10.1

Consumer Discretionary

9.2

6.4

Consumer Staples

8.9

6.1

Industrials

4.4

3.6

Health Care

2.7

11.7

Utilities

1.0

2.3

Information Technology

0.4

1.6

Annual Report

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 95.1%

Shares

Value

Australia - 0.3%

Centamin Egypt Ltd.:

(Canada) (a)

50,000

$ 141,190

(United Kingdom) (a)

150,000

415,758

TOTAL AUSTRALIA

556,948

Bailiwick of Jersey - 0.3%

Randgold Resources Ltd.

5,200

487,311

Canada - 0.9%

Bankers Petroleum Ltd. (a)

107,000

750,123

Equinox Minerals Ltd. (a)

33,900

184,142

TransGlobe Energy Corp. (a)

50,900

533,504

TOTAL CANADA

1,467,769

Egypt - 0.9%

Arab Polvara Spinning & Weaving Co. (a)

680,000

481,614

Commercial International Bank Ltd.

74,300

559,687

Egyptian Co. for Mobile Services (MobiNil)

14,932

444,902

TOTAL EGYPT

1,486,203

Kenya - 1.1%

British American Tobacco Kenya Ltd.

179,800

616,775

East African Breweries Ltd.

266,969

700,897

Safaricom Ltd.

7,100,000

426,440

TOTAL KENYA

1,744,112

Morocco - 1.0%

Maroc Telecom

90,100

1,705,027

Nigeria - 0.8%

Guaranty Trust Bank PLC GDR (Reg. S)

54,913

398,668

Nigerian Breweries PLC

662,403

334,188

United Bank for Africa PLC

3,986,048

237,894

Zenith Bank PLC

4,472,241

390,580

TOTAL NIGERIA

1,361,330

Poland - 3.1%

Bank Polska Kasa Opieki SA

39,900

2,607,697

Eurocash SA

157,300

1,445,777

Powszechna Kasa Oszczednosci Bank SA

69,900

1,103,471

TOTAL POLAND

5,156,945

Qatar - 1.1%

Qatar National Bank SAQ

41,725

1,887,444

Common Stocks - continued

Shares

Value

Russia - 28.1%

Comstar United TeleSystems OJSC GDR (Reg. S) (a)

396,557

$ 2,569,689

DIXY Group OJSC (a)

62,300

811,671

Interregional Distribution Grid Companies Holding JSC (a)

2,893,400

501,324

Lukoil Oil Co. sponsored ADR (United Kingdom)

134,395

7,499,241

Magnit OJSC

14,200

1,654,353

Mobile TeleSystems OJSC (a)

123,100

997,863

Mobile TeleSystems OJSC sponsored ADR

15,000

324,750

Novolipetsk Steel Ojsc

36,600

1,252,818

Novorossiysk Commercial Sea Port JSC

2,781,700

339,806

OAO Gazprom (a)

1,963,700

10,759,302

OAO NOVATEK (a)

71,900

578,470

OAO NOVATEK GDR

40,200

3,845,130

OJSC MMC Norilsk Nickel (a)

7,200

1,303,694

OJSC Oil Co. Rosneft (a)

75,500

528,303

OJSC Oil Company Rosneft GDR (Reg. S)

294,200

2,050,574

Polymetal JSC (a)

20,500

328,149

Protek (a)

54,500

98,936

RusHydro JSC (a)

15,098,400

776,043

Sberbank (Savings Bank of the Russian Federation)

2,426,500

7,974,184

Sistema JSFC sponsored GDR

25,200

650,160

Surgutneftegaz JSC sponsored ADR

70,900

694,820

TGK-1 OAO (a)

562,635,400

390,469

Uralkali JSC (a)

100,000

494,824

VTB Bank JSC unit

47,100

311,802

TOTAL RUSSIA

46,736,375

South Africa - 44.7%

Africa Cellular Towers Ltd. (a)

5,335,800

190,427

African Rainbow Minerals Ltd.

70,500

1,798,567

AngloGold Ashanti Ltd.

72,400

3,395,565

Aspen Pharmacare Holdings Ltd.

237,500

3,170,035

Aveng Ltd.

157,700

990,543

Barloworld Ltd.

44,200

331,261

Bidvest Group Ltd.

72,200

1,540,153

Cashbuild Ltd.

80,500

1,085,967

Clicks Group Ltd.

649,060

4,234,380

DRDGOLD Ltd.

458,514

227,074

Exxaro Resources Ltd.

262,400

4,944,547

FirstRand Ltd.

1,780,100

5,237,345

Foschini Ltd.

105,600

1,281,814

Harmony Gold Mining Co. Ltd.

345,900

3,972,237

Illovo Sugar Ltd.

245,703

911,953

Common Stocks - continued

Shares

Value

South Africa - continued

Impala Platinum Holdings Ltd.

53,300

$ 1,506,542

JSE Ltd.

35,000

394,715

Lewis Group Ltd.

61,500

627,726

Mr Price Group Ltd.

177,000

1,608,528

MTN Group Ltd

439,250

7,900,800

Naspers Ltd. Class N

58,600

3,076,959

Northam Platinum Ltd.

131,800

911,587

Paracon Holdings Ltd.

2,797,128

682,806

Pioneer Foods Ltd.

72,600

507,937

Raubex Group Ltd.

339,200

1,209,587

RMB Holdings Ltd.

194,100

1,001,388

Sanlam Ltd.

640,500

2,401,058

Sasol Ltd.

102,100

4,597,767

Shoprite Holdings Ltd.

332,100

4,694,405

Spur Corp. Ltd.

100,000

199,856

Standard Bank Group Ltd.

465,963

6,871,325

Tiger Brands Ltd.

38,700

1,037,628

Woolworths Holdings Ltd.

485,792

1,903,625

TOTAL SOUTH AFRICA

74,446,107

Turkey - 11.0%

Bim Birlesik Magazalar AS JSC

43,000

1,476,504

Boyner Buyuk Magazacilik AS (a)

286,000

665,997

Koc Holding AS

540,000

2,578,958

Sekerbank TAS

375,000

475,842

Trakya Cam Sanayii AS

211,120

447,469

Tupras-Turkiye Petrol Rafinerileri AS

57,000

1,530,015

Turk Telekomunikasyon AS

132,000

616,607

Turkiye Garanti Bankasi AS

922,000

5,656,836

Turkiye Halk Bankasi AS

241,000

2,436,380

Turkiye Is Bankasi AS Series C

558,000

2,509,308

TOTAL TURKEY

18,393,916

United Arab Emirates - 0.6%

First Gulf Bank PJSC

140,000

630,837

National Bank of Abu Dhabi PJSC (a)

100,000

325,356

TOTAL UNITED ARAB EMIRATES

956,193

United Kingdom - 0.9%

Aurelian Oil & Gas PLC (a)

237,246

231,863

Hikma Pharmaceuticals PLC

95,992

1,208,818

TOTAL UNITED KINGDOM

1,440,681

Common Stocks - continued

Shares

Value

Zambia - 0.3%

Zambeef Products PLC (a)

629,909

$ 501,486

TOTAL COMMON STOCKS

(Cost $133,056,464)

158,327,847

Government Obligations - 0.4%

 

Principal Amount

 

Ghana - 0.4%

Ghana Republic 14.99% 3/11/13
(Cost $672,328)

GHS

950,000

688,253

Money Market Funds - 6.7%

Shares

 

Fidelity Cash Central Fund, 0.23% (b)
(Cost $11,176,764)

11,176,764

11,176,764

TOTAL INVESTMENT PORTFOLIO - 102.2%

(Cost $144,905,556)

170,192,864

NET OTHER ASSETS (LIABILITIES) - (2.2)%

(3,621,104)

NET ASSETS - 100%

$ 166,571,760

Currency Abbreviations

GHS

-

Ghana Cedi

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 5,948

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

South Africa

$ 74,446,107

$ 62,253,464

$ 12,192,643

$ -

Russia

46,736,375

46,736,375

-

-

Turkey

18,393,916

18,393,916

-

-

Poland

5,156,945

5,156,945

-

-

Qatar

1,887,444

1,887,444

-

-

Kenya

1,744,112

1,744,112

-

-

Morocco

1,705,027

1,705,027

-

-

Egypt

1,486,203

1,486,203

-

-

Canada

1,467,769

1,467,769

-

-

Other

5,303,949

4,816,638

487,311

-

Government Obligations

688,253

-

688,253

-

Money Market Funds

11,176,764

11,176,764

-

-

Total Investments in Securities:

$ 170,192,864

$ 156,824,657

$ 13,368,207

$ -

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $13,853,821 of which $9,997,975, $579,836 and $3,276,010 will expire on October 31, 2016, 2017 and 2018, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value - See accompanying schedule:

Unaffiliated issuers (cost $133,728,792)

$ 159,016,100

 

Fidelity Central Funds (cost $11,176,764)

11,176,764

 

Total Investments (cost $144,905,556)

 

$ 170,192,864

Cash

446,420

Foreign currency held at value (cost $43,853)

43,853

Receivable for investments sold

715,643

Receivable for fund shares sold

1,038,751

Dividends receivable

331,131

Interest receivable

12,515

Distributions receivable from Fidelity Central Funds

1,870

Receivable from investment adviser for expense reductions

8,629

Other receivables

29,697

Total assets

172,821,373

 

 

 

Liabilities

Payable for investments purchased

$ 5,868,963

Payable for fund shares redeemed

141,498

Accrued management fee

106,100

Distribution and service plan fees payable

8,041

Other affiliated payables

39,543

Other payables and accrued expenses

85,468

Total liabilities

6,249,613

 

 

 

Net Assets

$ 166,571,760

Net Assets consist of:

 

Paid in capital

$ 155,164,861

Undistributed net investment income

1,374,218

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(15,260,687)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

25,293,368

Net Assets

$ 166,571,760

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share
($10,044,764 ÷ 1,119,448 shares)

$ 8.97

 

 

 

Maximum offering price per share (100/94.25 of $8.97)

$ 9.52

Class T:
Net Asset Value
and redemption price per share ($3,114,301 ÷ 347,709 shares)

$ 8.96

 

 

 

Maximum offering price per share (100/96.50 of $8.96)

$ 9.28

Class B:
Net Asset Value
and offering price per share ($821,549 ÷ 92,047 shares)A

$ 8.93

 

 

 

Class C:
Net Asset Value
and offering price per share ($5,150,926 ÷ 578,544 shares)A

$ 8.90

 

 

 

Emerging Europe, Middle East, Africa (EMEA):
Net Asset Value
, offering price and redemption price per share ($140,269,534 ÷ 15,584,892 shares)

$ 9.00

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($7,170,686 ÷ 796,981 shares)

$ 9.00

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 3,210,853

Interest

 

62,448

Income from Fidelity Central Funds

 

5,948

Income before foreign taxes withheld

 

3,279,249

Less foreign taxes withheld

 

(232,147)

Total income

 

3,047,102

 

 

 

Expenses

Management fee

$ 1,059,214

Transfer agent fees

390,768

Distribution and service plan fees

70,509

Accounting fees and expenses

67,808

Custodian fees and expenses

228,559

Independent trustees' compensation

723

Registration fees

84,861

Audit

61,037

Legal

579

Miscellaneous

1,497

Total expenses before reductions

1,965,555

Expense reductions

(428,870)

1,536,685

Net investment income (loss)

1,510,417

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(2,970,479)

Foreign currency transactions

(243,247)

Total net realized gain (loss)

 

(3,213,726)

Change in net unrealized appreciation (depreciation) on:

Investment securities

29,132,713

Assets and liabilities in foreign currencies

3,280

Total change in net unrealized appreciation (depreciation)

 

29,135,993

Net gain (loss)

25,922,267

Net increase (decrease) in net assets resulting from operations

$ 27,432,684

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 1,510,417

$ 737,293

Net realized gain (loss)

(3,213,726)

(1,386,047)

Change in net unrealized appreciation (depreciation)

29,135,993

27,532,507

Net increase (decrease) in net assets resulting
from operations

27,432,684

26,883,753

Distributions to shareholders from net investment income

(816,015)

(273,102)

Distributions to shareholders from net realized gain

(391,419)

-

Total distributions

(1,207,434)

(273,102)

Share transactions - net increase (decrease)

22,045,599

53,100,517

Redemption fees

89,745

105,938

Total increase (decrease) in net assets

48,360,594

79,817,106

 

 

 

Net Assets

Beginning of period

118,211,166

38,394,060

End of period (including undistributed net investment income of $1,374,218 and undistributed net investment income of $679,815, respectively)

$ 166,571,760

$ 118,211,166

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009

2008 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.26

$ 4.75

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .07

  .05

  .04

Net realized and unrealized gain (loss)

  1.70

  2.48

  (5.31)

Total from investment operations

  1.77

  2.53

  (5.27)

Distributions from net investment income

  (.04)

  (.03)

  -

Distributions from net realized gain

  (.02)

  -

  -

Total distributions

  (.07) J

  (.03)

  -

Redemption fees added to paid in capital E

  .01

  .01

  .02

Net asset value, end of period

$ 8.97

$ 7.26

$ 4.75

Total Return B,C,D

  24.66%

  53.78%

  (52.50)%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  1.69%

  1.87%

  2.50% A

Expenses net of fee waivers, if any

  1.50%

  1.50%

  1.50% A

Expenses net of all reductions

  1.38%

  1.39%

  1.23% A

Net investment income (loss)

  .95%

  .84%

  1.20% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 10,045

$ 4,817

$ 1,368

Portfolio turnover rate G

  96%

  58%

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 8, 2008 (commencement of operations) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Total distributions of $.07 per share is comprised of distributions from net investment income of $.041 and distributions from net realized gain of $.024 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,

2010

2009

2008 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.25

$ 4.75

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .06

  .04

  .04

Net realized and unrealized gain (loss)

  1.69

  2.47

  (5.31)

Total from investment operations

  1.75

  2.51

  (5.27)

Distributions from net investment income

  (.03)

  (.02)

  -

Distributions from net realized gain

  (.02)

  -

  -

Total distributions

  (.05)

  (.02)

  -

Redemption fees added to paid in capital E

  .01

  .01

  .02

Net asset value, end of period

$ 8.96

$ 7.25

$ 4.75

Total Return B,C,D

  24.44%

  53.20%

  (52.50)%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  1.95%

  2.15%

  2.78% A

Expenses net of fee waivers, if any

  1.75%

  1.75%

  1.75% A

Expenses net of all reductions

  1.62%

  1.64%

  1.49% A

Net investment income (loss)

  .70%

  .59%

  .95% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 3,114

$ 1,560

$ 568

Portfolio turnover rate G

  96%

  58%

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 8, 2008 (commencement of operations) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009

2008 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.23

$ 4.73

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .02

  .01

  .02

Net realized and unrealized gain (loss)

  1.68

  2.48

  (5.31)

Total from investment operations

  1.70

  2.49

  (5.29)

Distributions from net realized gain

  (.01)

  -

  -

Redemption fees added to paid in capital E

  .01

  .01

  .02

Net asset value, end of period

$ 8.93

$ 7.23

$ 4.73

Total Return B,C,D

  23.72%

  52.85%

  (52.70)%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  2.47%

  2.68%

  3.32% A

Expenses net of fee waivers, if any

  2.25%

  2.25%

  2.25% A

Expenses net of all reductions

  2.12%

  2.14%

  1.99% A

Net investment income (loss)

  .20%

  .09%

  .45% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 822

$ 782

$ 487

Portfolio turnover rate G

  96%

  58%

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 8, 2008 (commencement of operations) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,

2010

2009

2008 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.23

$ 4.73

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .02

  .01

  .02

Net realized and unrealized gain (loss)

  1.67

  2.48

  (5.31)

Total from investment operations

  1.69

  2.49

  (5.29)

Distributions from net investment income

  (.01)

  -

  -

Distributions from net realized gain

  (.02)

  -

  -

Total distributions

  (.03)

  -

  -

Redemption fees added to paid in capital E

  .01

  .01

  .02

Net asset value, end of period

$ 8.90

$ 7.23

$ 4.73

Total Return B,C,D

  23.61%

  52.85%

  (52.70)%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  2.45%

  2.61%

  3.28% A

Expenses net of fee waivers, if any

  2.25%

  2.25%

  2.25% A

Expenses net of all reductions

  2.13%

  2.14%

  1.99% A

Net investment income (loss)

  .20%

  .09%

  .45% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 5,151

$ 2,677

$ 741

Portfolio turnover rate G

  96%

  58%

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 8, 2008 (commencement of operations) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Emerging Europe, Middle East, Africa (EMEA)

Years ended October 31,

2010

2009

2008 G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.28

$ 4.76

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .09

  .07

  .05

Net realized and unrealized gain (loss)

  1.70

  2.48

  (5.31)

Total from investment operations

  1.79

  2.55

  (5.26)

Distributions from net investment income

  (.05)

  (.04)

  -

Distributions from net realized gain

  (.02)

  -

  -

Total distributions

  (.08) I

  (.04)

  -

Redemption fees added to paid in capital D

  .01

  .01

  .02

Net asset value, end of period

$ 9.00

$ 7.28

$ 4.76

Total Return B,C

  24.92%

  54.15%

  (52.40)%

Ratios to Average Net Assets E,H

 

 

 

Expenses before reductions

  1.45%

  1.61%

  2.19% A

Expenses net of fee waivers, if any

  1.25%

  1.25%

  1.25% A

Expenses net of all reductions

  1.12%

  1.14%

  .98% A

Net investment income (loss)

  1.21%

  1.09%

  1.45% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 140,270

$ 104,141

$ 32,535

Portfolio turnover rate F

  96%

  58%

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period May 8, 2008 (commencement of operations) to October 31, 2008.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Total distributions of $.08 per share is comprised of distributions from net investment income of $.052 and distributions from net realized gain of $.024 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009

2008 G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.28

$ 4.76

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .09

  .06

  .05

Net realized and unrealized gain (loss)

  1.70

  2.49

  (5.31)

Total from investment operations

  1.79

  2.55

  (5.26)

Distributions from net investment income

  (.05)

  (.04)

  -

Distributions from net realized gain

  (.02)

  -

  -

Total distributions

  (.08) I

  (.04)

  -

Redemption fees added to paid in capital D

  .01

  .01

  .02

Net asset value, end of period

$ 9.00

$ 7.28

$ 4.76

Total Return B,C

  24.95%

  54.15%

  (52.40)%

Ratios to Average Net Assets E,H

 

 

 

Expenses before reductions

  1.34%

  1.60%

  2.12% A

Expenses net of fee waivers, if any

  1.25%

  1.25%

  1.25% A

Expenses net of all reductions

  1.13%

  1.14%

  .98% A

Net investment income (loss)

  1.20%

  1.09%

  1.46% A

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 7,171

$ 4,235

$ 2,695

Portfolio turnover rate F

  96%

  58%

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period May 8, 2008 (commencement of operations) to October 31, 2008.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Total distributions of $.08 per share is comprised of distributions from net investment income of $.054 and distributions from net realized gain of $.024 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Emerging Europe, Middle East, Africa (EMEA) and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

Annual Report

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010 is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Security Valuation - continued

(ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in significant transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Debt securities, including restricted securities, are valued based on evaluated prices received from independent pricing services or from dealers who make markets in such securities. For foreign government and government agency obligations, pricing services utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices and are generally categorized as Level 2 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing matrices which consider similar factors that would be used by independent pricing services. These are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 31,285,561

Gross unrealized depreciation

(7,672,375)

Net unrealized appreciation (depreciation)

$ 23,613,186

 

 

Tax Cost

$ 146,579,678

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 1,641,475

Capital loss carryforward

$ (13,853,821)

Net unrealized appreciation (depreciation)

$ 23,619,246

The tax character of distributions paid was as follows:

 

October 31,
2010

October 31,
2009

Ordinary Income

$ 1,207,434

$ 273,102

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $142,395,176 and $123,992,844, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .55% of the Fund's average net assets and a group fee rate that averaged .26% during the

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .81% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

0%

.25%

$ 16,288

$ 304

Class T

.25%

.25%

10,772

-

Class B

.75%

.25%

8,030

6,508

Class C

.75%

.25%

35,419

16,934

 

 

 

$ 70,509

$ 23,746

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 12,659

Class T

1,864

Class B*

1,097

Class C*

1,555

 

$ 17,175

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 19,569

.30

Class T

6,660

.31

Class B

2,517

.31

Class C

10,953

.31

Emerging Europe, Middle East, Africa (EMEA)

340,642

.30

Institutional Class 

10,427

.20

 

$ 390,768

 

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The fee is based on the level of average net assets for the month.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $277 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $503 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

Annual Report

7. Expense Reductions - continued

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class A

1.50%

$ 12,027

Class T

1.75%

4,152

Class B

2.25%

1,723

Class C

2.25%

7,018

Emerging Europe, Middle East, Africa (EMEA)

1.25%

230,099

Institutional Class

1.25%

4,595

 

 

$ 259,614

Effective January 1, 2011, the expense limitation will be changed to 1.65%, 1.90%, 2.40%, 2.40%, 1.40% and 1.40% for Class A, T, B, C, Emerging Europe, Middle East, Africa (EMEA) and Institutional, respectively.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $169,256 for the period.

8. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Class A

$ 26,924

$ 8,761

Class T

5,586

2,185

Class C

2,308

-

Emerging Europe, Middle East, Africa (EMEA)

748,050

241,410

Institutional Class

33,147

20,746

Total

$ 816,015

$ 273,102

From net realized gain

 

 

Class A

$ 15,761

$ -

Class T

5,156

-

Class B

1,284

-

Class C

9,232

-

Emerging Europe, Middle East, Africa (EMEA)

345,254

-

Institutional Class

14,732

-

Total

$ 391,419

$ -

Annual Report

Notes to Financial Statements - continued

9. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Class A

 

 

 

 

Shares sold

750,400

571,278

$ 5,978,580

$ 3,669,041

Reinvestment of distributions

5,604

1,833

40,683

8,321

Shares redeemed

(299,775)

(197,844)

(2,302,163)

(1,251,307)

Net increase (decrease)

456,229

375,267

$ 3,717,100

$ 2,426,055

Class T

 

 

 

 

Shares sold

258,490

178,308

$ 2,070,251

$ 1,129,813

Reinvestment of distributions

1,476

481

10,717

2,182

Shares redeemed

(127,308)

(83,315)

(967,322)

(541,782)

Net increase (decrease)

132,658

95,474

$ 1,113,646

$ 590,213

Class B

 

 

 

 

Shares sold

50,154

55,038

$ 403,463

$ 326,654

Reinvestment of distributions

173

-

1,261

-

Shares redeemed

(66,507)

(49,759)

(516,486)

(303,402)

Net increase (decrease)

(16,180)

5,279

$ (111,762)

$ 23,252

Class C

 

 

 

 

Shares sold

353,916

342,231

$ 2,814,751

$ 2,213,144

Reinvestment of distributions

1,559

-

11,306

-

Shares redeemed

(147,366)

(128,292)

(1,102,603)

(825,454)

Net increase (decrease)

208,109

213,939

$ 1,723,454

$ 1,387,690

Emerging Europe, Middle East, Africa (EMEA)

 

 

 

Shares sold

10,587,461

13,077,282

$ 85,331,520

$ 83,717,275

Reinvestment of distributions

144,800

50,835

1,051,250

230,791

Shares redeemed

(9,457,558)

(5,656,005)

(72,517,018)

(35,458,373)

Net increase (decrease)

1,274,703

7,472,112

$ 13,865,752

$ 48,489,693

Institutional Class

 

 

 

 

Shares sold

319,437

182,348

$ 2,551,378

$ 1,155,556

Reinvestment of distributions

825

1,053

5,986

4,781

Shares redeemed

(105,236)

(167,948)

(819,955)

(976,723)

Net increase (decrease)

215,026

15,453

$ 1,737,409

$ 183,614

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, FMR or its affiliates were the owners of record of 10% of the total outstanding shares of the Fund.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the two years in the period then ended and the period May 8, 2008 (commencement of operations) to October 31, 2008. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2010, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund as of October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the two years in the period then ended and the period May 8, 2008 (commencement of operations) to October 31, 2008, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 16, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Annual Report

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

Trustees and Officers - continued

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999 - present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994 - present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and special chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Emerging Europe, Middle East, Africa, (EMEA) Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Institutional Class

12/13/10

12/10/10

$0.071

$0.015

Institutional Class designates 100% of the dividend distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Institutional Class

12/14/2009

$0.035

$0.0077

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against a broad-based securities market index. The Board noted that FMR does not believe that a meaningful peer group exists against which to compare the fund's performance. Because the fund had been in existence less than three calendar years, the following chart considered by the Board shows, for the one-year period ended December 31, 2009, the total returns of Institutional Class (Class I) and Class C of the fund and the total returns of a broad-based securities market index ("benchmark").

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund

cjc257

The Board noted that the investment performance of the fund was lower than its benchmark for the period shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year. The Board noted that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Annual Report

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month (or shorter) periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 13% means that 87% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund

cjc259

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board noted that the total expenses of each class ranked below its competitive median for 2009.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investments (Japan) Limited

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Limited

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

State Street Bank & Trust Company
Quincy, MA

AEMEI-UANN-1210
1.861980.102

cjc217

Fidelity®
Global Commodity Stock
Fund

Annual Report

October 31, 2010

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Life of
fund
A

  Fidelity Global Commodity Stock Fund

18.38%

32.79%

A From March 25, 2009

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity® Global Commodity Stock Fund, a class of the fund, on March 25, 2009, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI® ACWI® (All Country World Index) Index performed over the same period.

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Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from S. Joseph Wickwire II, Portfolio Manager of Fidelity® Global Commodity Stock Fund: During the year, the fund's Retail Class shares returned 18.38%, versus 17.46% for the MSCI ACWI (All Country World Index) Commodity Producers Sector Capped Index and 14.47% for the MSCI ACWI (All Country World Index) Index. Versus the capped index, performance was aided by stock selection and an overweighting in gold, as well as an underweighting and favorable picks in integrated oil/gas. Geographically, security selection in the U.S. and U.K. added value. Notable contributors included Randgold Resources, a U.K.-based company with most of its assets in West Africa. Out-of-index positions in Lihir Gold, headquartered in Papua New Guinea, and Australia's Centennial Coal also helped, as did fertilizer maker Mosaic. Lihir and Centennial were acquired during the period. Conversely, stock selection in oil and gas exploration/production and in agricultural products was mildly negative, while underweighting Canada and Chile dampened the fund's gain a bit. Our small cash position also was a slight detractor. Underweighted exposure to Potash Corp. of Saskatchewan and strong-performing metals miner Rio Tinto - an index component - hampered the fund's results. Out-of-benchmark positions in Duoyuan Global Water, one of the top providers of water treatment equipment in China, and OPTI Canada, a small Canadian oil producer, also detracted.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Annual Report

 

Annualized
Expense
Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to
October 31, 2010

Class A

1.35%

 

 

 

Actual

 

$ 1,000.00

$ 1,065.60

$ 7.03

HypotheticalA

 

$ 1,000.00

$ 1,018.40

$ 6.87

Class T

1.59%

 

 

 

Actual

 

$ 1,000.00

$ 1,064.30

$ 8.27

HypotheticalA

 

$ 1,000.00

$ 1,017.19

$ 8.08

Class B

2.11%

 

 

 

Actual

 

$ 1,000.00

$ 1,061.80

$ 10.97

HypotheticalA

 

$ 1,000.00

$ 1,014.57

$ 10.71

Class C

2.11%

 

 

 

Actual

 

$ 1,000.00

$ 1,061.10

$ 10.96

HypotheticalA

 

$ 1,000.00

$ 1,014.57

$ 10.71

Global Commodity Stock

1.05%

 

 

 

Actual

 

$ 1,000.00

$ 1,066.80

$ 5.47

HypotheticalA

 

$ 1,000.00

$ 1,019.91

$ 5.35

Institutional Class

1.05%

 

 

 

Actual

 

$ 1,000.00

$ 1,066.80

$ 5.47

HypotheticalA

 

$ 1,000.00

$ 1,019.91

$ 5.35

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

BHP Billiton PLC

5.5

4.5

Exxon Mobil Corp.

4.8

4.7

Potash Corp. of Saskatchewan, Inc.

4.1

2.2

Monsanto Co.

2.9

3.8

Rio Tinto PLC

2.9

2.3

Royal Dutch Shell PLC Class A (United Kingdom)

2.8

2.6

Syngenta AG (Switzerland)

2.6

2.7

Chevron Corp.

2.3

2.5

Vale SA (PN-A) sponsored ADR

2.1

2.1

Archer Daniels Midland Co.

2.1

1.9

 

32.1

Top Sectors (% of fund's net assets)

As of October 31, 2010

cjc132

Agriculture 26.2%

 

cjc277

Energy 32.8%

 

cjc144

Metals 34.6%

 

cjc280

All Others* 6.4%

 

cjc282

As of April 30, 2010

cjc284

Agriculture 27.3%

 

cjc286

Energy 35.6%

 

cjc288

Metals 31.6%

 

cjc280

All Others* 5.5%

 

cjc291

* Includes short-term investments and net other assets.

Annual Report

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 99.2%

Shares

Value

CHEMICALS - 18.5%

Commodity Chemicals - 0.0%

Grasim Industries Ltd.

3,318

$ 174,452

Diversified Chemicals - 0.4%

Dow Chemical Co.

52,600

1,621,658

Fertilizers & Agricultural Chemicals - 17.9%

Agrium, Inc.

62,300

5,511,037

CF Industries Holdings, Inc.

35,072

4,297,372

China BlueChemical Ltd. (H shares)

770,000

608,947

Fertilizantes Fosfatados SA (PN) (a)

7,600

85,998

Fertilizantes Heringer SA (a)

67,300

376,614

Incitec Pivot Ltd.

663,200

2,416,898

Israel Chemicals Ltd.

213,700

3,268,699

Israel Corp. Ltd. (Class A) (a)

100

107,290

K&S AG

59,707

4,154,796

Makhteshim-Agan Industries

45,000

226,176

Monsanto Co.

210,100

12,484,142

Nufarm Ltd. (d)

205,300

915,106

Potash Corp. of Saskatchewan, Inc.

122,400

17,701,735

Sinofert Holdings Ltd. (a)

1,632,000

863,241

Sociedad Quimica y Minera de Chile SA (PN-B) sponsored ADR

5,400

279,720

Syngenta AG (Switzerland)

41,272

11,424,180

Taiwan Fertilizer Co. Ltd.

448,000

1,529,685

The Mosaic Co.

65,200

4,770,032

United Phosphorous Ltd.

314,732

1,415,140

Uralkali JSC GDR (Reg. S)

62,100

1,536,975

Yara International ASA

80,600

4,236,820

 

78,210,603

Specialty Chemicals - 0.2%

Innophos Holdings, Inc.

24,000

881,280

Johnson Matthey PLC

2,900

88,929

 

970,209

TOTAL CHEMICALS

80,976,922

CONSTRUCTION & ENGINEERING - 0.7%

Construction & Engineering - 0.7%

Fluor Corp.

32,300

1,556,537

Foster Wheeler AG (a)

3,500

81,970

Granite Construction, Inc.

11,800

285,324

Common Stocks - continued

Shares

Value

CONSTRUCTION & ENGINEERING - CONTINUED

Construction & Engineering - continued

Jacobs Engineering Group, Inc. (a)

29,600

$ 1,142,856

KBR, Inc.

2,383

60,528

 

3,127,215

CONSTRUCTION MATERIALS - 0.5%

Construction Materials - 0.5%

HeidelbergCement AG

39,612

2,071,614

Martin Marietta Materials, Inc.

1,100

88,528

 

2,160,142

CONTAINERS & PACKAGING - 0.3%

Paper Packaging - 0.3%

Rock-Tenn Co. Class A

21,900

1,245,015

ELECTRICAL EQUIPMENT - 0.1%

Electrical Components & Equipment - 0.1%

Regal-Beloit Corp.

9,202

531,047

ENERGY EQUIPMENT & SERVICES - 2.1%

Oil & Gas Drilling - 0.7%

Ensco International Ltd. ADR

16,600

769,244

Noble Corp.

28,500

984,105

Transocean Ltd. (a)

7,000

443,520

Trinidad Drilling Ltd.

28,600

143,014

Vantage Drilling Co. (a)

334,200

574,824

 

2,914,707

Oil & Gas Equipment & Services - 1.4%

Aker Solutions ASA

19,200

292,294

Baker Hughes, Inc.

17,480

809,848

Fugro NV (Certificaten Van Aandelen) unit

1,100

77,800

Halliburton Co.

48,400

1,542,024

ION Geophysical Corp. (a)

300,700

1,470,423

National Oilwell Varco, Inc.

1,400

75,264

Saipem SpA

27,278

1,211,934

Schlumberger Ltd.

6,500

454,285

Technip SA

800

67,224

Wellstream Holdings PLC

31,400

372,276

 

6,373,372

TOTAL ENERGY EQUIPMENT & SERVICES

9,288,079

Common Stocks - continued

Shares

Value

FOOD PRODUCTS - 4.7%

Agricultural Products - 4.2%

Archer Daniels Midland Co.

273,800

$ 9,123,016

Bunge Ltd.

25,800

1,549,806

Chaoda Modern Agriculture (Holdings) Ltd.

594,000

484,319

China Agri-Industries Holding Ltd.

1,150,000

1,673,537

China Green (Holdings) Ltd.

300,000

307,692

Golden Agri-Resources Ltd.

2,306,000

1,158,078

IOI Corp. Bhd

223,606

418,318

Kuala Lumpur Kepong Bhd

27,000

171,842

Origin Agritech Ltd. (a)

40,410

351,971

PPB Group Bhd

124,300

767,136

Viterra, Inc. (a)

18,300

175,302

Wilmar International Ltd.

483,000

2,388,318

 

18,569,335

Packaged Foods & Meats - 0.5%

China Yurun Food Group Ltd.

71,000

276,168

Cosan Ltd. Class A

63,100

829,765

MHP SA GDR (Reg. S) (a)

51,400

812,120

Tingyi (Cayman Islands) Holding Corp.

32,000

87,109

 

2,005,162

TOTAL FOOD PRODUCTS

20,574,497

INDUSTRIAL CONGLOMERATES - 0.2%

Industrial Conglomerates - 0.2%

Keppel Corp. Ltd.

110,000

848,180

MACHINERY - 0.9%

Construction & Farm Machinery & Heavy Trucks - 0.8%

Bucyrus International, Inc. Class A

5,300

361,248

Caterpillar, Inc.

1,100

86,460

Cummins, Inc.

10,700

942,670

Deere & Co.

1,100

84,480

Jain Irrigation Systems Ltd.

162,100

848,442

Komatsu Ltd.

32,000

782,126

PT United Tractors Tbk

62,500

155,245

Weichai Power Co. Ltd. (H Shares)

9,000

118,200

 

3,378,871

Common Stocks - continued

Shares

Value

MACHINERY - CONTINUED

Industrial Machinery - 0.1%

Duoyuan Global Water, Inc. ADR (a)(d)

46,000

$ 575,460

TOTAL MACHINERY

3,954,331

METALS & MINING - 34.6%

Aluminum - 0.4%

Alcoa, Inc.

119,200

1,565,096

Diversified Metals & Mining - 15.6%

African Rainbow Minerals Ltd.

42,400

1,081,692

Anglo American PLC (United Kingdom)

166,151

7,741,062

Antofagasta PLC

17,500

370,657

BHP Billiton PLC

683,416

24,206,989

Eramet SA

222

76,932

Eurasian Natural Resources Corp. PLC

46,500

648,522

First Quantum Minerals Ltd.

13,800

1,208,430

Freeport-McMoRan Copper & Gold, Inc.

49,300

4,667,724

Grupo Mexico SA de CV Series B

92,082

302,777

HudBay Minerals, Inc.

12,200

192,588

Ivanhoe Australia Ltd. (a)

50,000

155,764

Ivanhoe Mines Ltd. (a)

11,000

263,379

Jiangxi Copper Co. Ltd. (H Shares)

40,000

111,466

Kazakhmys PLC

75,400

1,589,756

Mitsubishi Materials Corp. (a)

119,000

372,528

Mongolian Mining Corp.

442,000

478,423

OJSC MMC Norilsk Nickel sponsored ADR

102,500

1,911,625

Rio Tinto PLC

191,987

12,468,050

Southern Copper Corp.

2,100

89,880

Sterlite Industries (India) Ltd.

173,488

665,507

Sumitomo Metal Mining Co. Ltd.

42,000

668,359

Teck Resources Ltd. Class B (sub. vtg.)

57,700

2,579,782

Vedanta Resources PLC

11,800

392,286

Walter Energy, Inc.

12,900

1,134,684

Xstrata PLC

245,891

4,764,877

 

68,143,739

Gold - 9.0%

Agnico-Eagle Mines Ltd.:

(Canada)

27,500

2,132,807

(United States)

100

7,759

AngloGold Ashanti Ltd. sponsored ADR

78,800

3,712,268

Barrick Gold Corp.

149,600

7,204,973

Common Stocks - continued

Shares

Value

METALS & MINING - CONTINUED

Gold - continued

Eldorado Gold Corp.

28,000

$ 474,125

Franco-Nevada Corp.

9,800

338,037

Gold Fields Ltd. sponsored ADR

75,300

1,187,481

Goldcorp, Inc.

154,500

6,898,647

Harmony Gold Mining Co. Ltd. sponsored ADR

39,100

451,214

IAMGOLD Corp.

71,100

1,297,354

Kinross Gold Corp.

180,205

3,242,241

Kinross Gold Corp. warrants 9/17/14 (a)

2,772

11,388

Newcrest Mining Ltd.

118,138

4,624,726

Newmont Mining Corp.

59,600

3,627,852

Polyus Gold OJSC sponsored ADR

11,000

328,900

Randgold Resources Ltd. sponsored ADR

27,000

2,535,840

Royal Gold, Inc.

3,000

148,530

Yamana Gold, Inc.

99,700

1,096,808

Zijin Mining Group Co. Ltd. (H Shares)

92,000

86,763

 

39,407,713

Precious Metals & Minerals - 1.2%

Anglo Platinum Ltd. (a)

5,800

573,786

Aquarius Platinum Ltd. (United Kingdom)

104,000

600,345

Compania de Minas Buenaventura SA sponsored ADR

5,700

302,328

Impala Platinum Holdings Ltd.

48,900

1,382,174

Lonmin PLC (a)

4,922

137,922

Northam Platinum Ltd.

20,900

144,554

Pan American Silver Corp.

11,100

354,312

Polymetal JSC GDR (Reg. S) (a)

15,700

248,060

Silver Standard Resources, Inc. (a)

16,000

388,480

Silver Wheaton Corp. (a)

31,400

902,685

 

5,034,646

Steel - 8.4%

Allegheny Technologies, Inc.

1,400

73,766

ArcelorMittal SA Class A unit (d)

108,200

3,503,516

Atlas Iron Ltd. (a)

36,000

88,521

BlueScope Steel Ltd.

491,649

960,880

Carpenter Technology Corp.

30,300

1,080,498

China Steel Corp.

33,819

34,311

Cliffs Natural Resources, Inc.

3,400

221,680

Commercial Metals Co.

54,000

749,520

Companhia Siderurgica Nacional SA (CSN)

9,900

164,399

Gerdau SA sponsored ADR (d)

31,300

408,152

JFE Holdings, Inc.

74,200

2,313,892

Common Stocks - continued

Shares

Value

METALS & MINING - CONTINUED

Steel - continued

Jindal Steel & Power Ltd.

57,871

$ 910,726

JSW Steel Ltd.

11,131

336,994

Kobe Steel Ltd.

231,000

507,684

Maanshan Iron & Steel Co. Ltd. (H Shares)

1,136,000

650,713

Magnitogorsk Iron & Steel Works OJSC unit (a)

6,500

81,250

Maruichi Steel Tube Ltd.

13,000

257,351

Mechel Steel Group OAO sponsored ADR

16,000

376,800

Nippon Steel Corp.

570,000

1,791,580

Novolipetsk Steel Ojsc

4,500

154,035

Nucor Corp.

27,700

1,058,694

OneSteel Ltd.

142,793

377,695

POSCO

8,607

3,554,719

Reliance Steel & Aluminum Co.

33,200

1,389,420

Salzgitter AG

3,225

231,506

Sumitomo Metal Industries Ltd.

578,000

1,341,528

Tata Steel Ltd.

24,147

321,088

Ternium SA sponsored ADR

4,600

157,688

Thyssenkrupp AG

10,000

367,899

Tokyo Steel Manufacturing Co. Ltd.

9,500

94,209

United States Steel Corp. (d)

28,400

1,215,236

Vale SA (PN-A) sponsored ADR

326,000

9,365,980

Voestalpine AG

29,400

1,165,282

Yamato Kogyo Co. Ltd.

58,000

1,487,660

 

36,794,872

TOTAL METALS & MINING

150,946,066

OIL, GAS & CONSUMABLE FUELS - 30.7%

Coal & Consumable Fuels - 1.6%

Alpha Natural Resources, Inc. (a)

41,505

1,874,781

Arch Coal, Inc.

24,000

590,160

Banpu PCL (For. Reg.)

7,700

199,058

China Coal Energy Co. Ltd. (H Shares)

146,000

252,398

China Shenhua Energy Co. Ltd. (H Shares)

72,500

322,690

Cloud Peak Energy, Inc.

22,100

383,877

CONSOL Energy, Inc.

15,900

584,484

Massey Energy Co.

42,600

1,792,182

Paladin Energy Ltd. (a)

21,511

86,400

Peabody Energy Corp.

14,800

782,920

Common Stocks - continued

Shares

Value

OIL, GAS & CONSUMABLE FUELS - CONTINUED

Coal & Consumable Fuels - continued

PT Bumi Resources Tbk

684,000

$ 170,282

Uranium One, Inc. (a)

22,400

91,585

 

7,130,817

Integrated Oil & Gas - 21.3%

BG Group PLC

222,057

4,324,368

BP PLC

1,159,800

7,882,370

Cenovus Energy, Inc.

4,500

125,218

Chevron Corp.

122,300

10,103,203

China Petroleum & Chemical Corp. (H Shares)

597,000

568,024

ConocoPhillips

22,000

1,306,800

Ecopetrol SA ADR

2,000

95,480

ENI SpA

156,727

3,528,187

Exxon Mobil Corp.

312,361

20,762,636

Hess Corp.

8,100

510,543

Imperial Oil Ltd.

11,600

446,075

InterOil Corp. (a)(d)

6,800

484,024

Lukoil Oil Co. sponsored ADR

29,000

1,619,650

Marathon Oil Corp.

116,800

4,154,576

Murphy Oil Corp.

14,200

925,272

OAO Gazprom sponsored ADR

121,300

2,650,405

Occidental Petroleum Corp.

63,100

4,961,553

Origin Energy Ltd.

55,019

859,156

Petroleo Brasileiro SA - Petrobras (PN) sponsored ADR (non-vtg.)

173,000

5,395,870

Repsol YPF SA

53,241

1,476,022

Royal Dutch Shell PLC Class A (United Kingdom)

379,950

12,333,010

StatoilHydro ASA

3,900

85,144

Suncor Energy, Inc.

118,232

3,788,432

Surgutneftegaz JSC sponsored ADR

3,930

38,082

Total SA

81,255

4,421,915

 

92,846,015

Oil & Gas Exploration & Production - 7.2%

Alange Energy Corp. (a)

190,000

137,857

Anadarko Petroleum Corp.

39,400

2,425,858

Apache Corp.

21,600

2,182,032

Berry Petroleum Co. Class A

36,300

1,241,823

Cairn Energy PLC (a)

44,204

273,300

Canadian Natural Resources Ltd.

83,800

3,050,783

Chesapeake Energy Corp.

31,100

674,870

Cimarex Energy Co.

6,800

521,900

Common Stocks - continued

Shares

Value

OIL, GAS & CONSUMABLE FUELS - CONTINUED

Oil & Gas Exploration & Production - continued

CNOOC Ltd. sponsored ADR

8,200

$ 1,713,144

CNPC (Hong Kong) Ltd.

50,000

63,603

Concho Resources, Inc. (a)

1,200

82,404

Denbury Resources, Inc. (a)

51,400

874,828

Devon Energy Corp.

13,800

897,276

EnCana Corp.

5,200

146,889

EOG Resources, Inc.

13,600

1,301,792

Falkland Oil & Gas Ltd. (a)(d)

216,700

355,866

Gran Tierra Energy, Inc. (a)

7,200

53,652

Heritage Oil PLC

75,500

416,715

Japan Petroleum Exploration Co. Ltd.

4,800

183,422

Lundin Petroleum AB (a)

30,000

283,764

Mariner Energy, Inc. (a)

19,800

493,416

Newfield Exploration Co. (a)

1,400

83,468

Nexen, Inc.

8,300

176,596

Niko Resources Ltd.

11,200

1,068,497

Noble Energy, Inc.

9,800

798,504

Northern Oil & Gas, Inc. (a)

47,600

936,768

OAO NOVATEK GDR

7,600

726,940

OGX Petroleo e Gas Participacoes SA (a)

5,900

77,409

Oil & Natural Gas Corp. Ltd.

5,222

153,632

OPTI Canada, Inc. (a)

1,496,600

1,027,179

Pacific Rubiales Energy Corp. (a)

6,300

200,817

Painted Pony Petroleum Ltd. Class A (a)

27,400

188,595

PetroBakken Energy Ltd. Class A

7,348

162,248

Petrobank Energy & Resources Ltd. (a)

42,100

1,675,497

Petrohawk Energy Corp. (a)

43,200

734,832

Petrominerales Ltd.

3,200

81,985

Plains Exploration & Production Co. (a)

1,000

27,870

Progress Energy Resources Corp.

23,200

246,354

QEP Resources, Inc.

10,900

360,027

Rockhopper Exploration PLC (a)

120,800

616,424

Santos Ltd.

31,881

394,151

Southwestern Energy Co. (a)

52,800

1,787,280

Talisman Energy, Inc.

105,000

1,903,569

Tullow Oil PLC

10,100

191,753

Ultra Petroleum Corp. (a)

5,000

205,750

Whiting Petroleum Corp. (a)

1,700

170,748

 

31,372,087

Common Stocks - continued

Shares

Value

OIL, GAS & CONSUMABLE FUELS - CONTINUED

Oil & Gas Refining & Marketing - 0.6%

Frontier Oil Corp.

57,600

$ 763,200

Holly Corp.

37,400

1,224,102

Neste Oil Oyj

3,800

63,027

Reliance Industries Ltd.

24,940

616,818

Sunoco, Inc.

4,200

157,374

 

2,824,521

TOTAL OIL, GAS & CONSUMABLE FUELS

134,173,440

PAPER & FOREST PRODUCTS - 4.1%

Forest Products - 0.6%

China Forestry Holdings Co. Ltd.

988,000

469,065

Duratex SA

7,100

81,801

Sino-Forest Corp. (a)

97,000

1,917,364

 

2,468,230

Paper Products - 3.5%

Domtar Corp.

1,300

103,168

Empresas CMPC SA

1,653

89,214

Fibria Celulose SA sponsored ADR (a)(d)

96,589

1,734,738

International Paper Co.

194,100

4,906,848

MeadWestvaco Corp.

3,400

87,482

Nine Dragons Paper (Holdings) Ltd.

702,000

1,132,075

Nippon Paper Group, Inc.

24,300

616,976

Oji Paper Co. Ltd.

429,000

1,978,916

Sappi Ltd. (a)

61,475

304,696

Stora Enso Oyj (R Shares)

70,400

699,421

Suzano Papel e Celulose SA

46,125

441,945

Svenska Cellulosa AB (SCA) (B Shares)

106,500

1,651,311

UPM-Kymmene Corp.

108,000

1,795,805

 

15,542,595

TOTAL PAPER & FOREST PRODUCTS

18,010,825

REAL ESTATE INVESTMENT TRUSTS - 0.9%

Specialized REITs - 0.9%

Rayonier, Inc.

8,200

428,040

Weyerhaeuser Co.

218,485

3,543,827

 

3,971,867

Common Stocks - continued

Shares

Value

ROAD & RAIL - 0.1%

Railroads - 0.1%

CSX Corp.

8,800

$ 540,760

SPECIALTY RETAIL - 0.3%

Specialty Stores - 0.3%

Tsutsumi Jewelry Co. Ltd.

45,300

1,066,776

TRADING COMPANIES & DISTRIBUTORS - 0.4%

Trading Companies & Distributors - 0.4%

Adani Enterprises Ltd.

6,000

95,357

Kloeckner & Co. AG (a)

15,374

340,135

Mills Estruturas e Servicos de Engenharia SA (a)

20,000

241,359

Noble Group Ltd.

566,090

813,511

 

1,490,362

TRANSPORTATION INFRASTRUCTURE - 0.1%

Highways & Railtracks - 0.1%

Ecorodovias Infraestrutura e Logistica SA (a)

24,100

182,747

TOTAL COMMON STOCKS

(Cost $384,228,881)

433,088,271

Money Market Funds - 2.8%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)

6,054,985

6,054,985

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

6,183,336

6,183,336

TOTAL MONEY MARKET FUNDS

(Cost $12,238,321)

12,238,321

TOTAL INVESTMENT PORTFOLIO - 102.0%

(Cost $396,467,202)

445,326,592

NET OTHER ASSETS (LIABILITIES) - (2.0)%

(8,583,437)

NET ASSETS - 100%

$ 436,743,155

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 10,925

Fidelity Securities Lending Cash Central Fund

89,586

Total

$ 100,511

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Common Stocks

$ 433,088,271

$ 352,259,123

$ 80,829,148

$ -

Money Market Funds

12,238,321

12,238,321

-

-

Total Investments in Securities:

$ 445,326,592

$ 364,497,444

$ 80,829,148

$ -

Other Information - continued

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Investments in Securities:

Beginning Balance

$ 65,806

Total Realized Gain (Loss)

69,126

Total Unrealized Gain (Loss)

(9,563)

Cost of Purchases

55,134

Proceeds of Sales

(180,503)

Amortization/Accretion

-

Transfers in to Level 3

-

Transfers out of Level 3

-

Ending Balance

$ -

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at October 31, 2010

$ -

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Distribution of investments by country of issue, as a percentage of total net assets, is as follows: (Unaudited)

United States of America

32.1%

United Kingdom

18.2%

Canada

16.0%

Brazil

4.2%

Japan

3.0%

Switzerland

2.9%

Australia

2.5%

Russia

2.3%

South Africa

1.9%

Germany

1.7%

Bermuda

1.3%

India

1.1%

Italy

1.1%

Norway

1.1%

France

1.0%

Luxembourg

1.0%

Others (Individually Less Than 1%)

8.6%

 

100.0%

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $6,035,071) - See accompanying schedule:

Unaffiliated issuers (cost $384,228,881)

$ 433,088,271

 

Fidelity Central Funds (cost $12,238,321)

12,238,321

 

Total Investments (cost $396,467,202)

 

$ 445,326,592

Foreign currency held at value (cost $1,064)

1,049

Receivable for investments sold

4,050,412

Receivable for fund shares sold

1,637,236

Dividends receivable

365,521

Distributions receivable from Fidelity Central Funds

3,807

Other receivables

8,763

Total assets

451,393,380

 

 

 

Liabilities

Payable for investments purchased

$ 7,445,387

Payable for fund shares redeemed

520,792

Accrued management fee

247,232

Distribution and service plan fees payable

31,885

Other affiliated payables

96,299

Other payables and accrued expenses

125,294

Collateral on securities loaned, at value

6,183,336

Total liabilities

14,650,225

 

 

 

Net Assets

$ 436,743,155

Net Assets consist of:

 

Paid in capital

$ 387,323,136

Undistributed net investment income

4,074,073

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(3,442,191)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

48,788,137

Net Assets

$ 436,743,155

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share ($60,369,831 ÷ 3,869,054 shares)

$ 15.60

 

 

 

Maximum offering price per share (100/94.25 of $15.60)

$ 16.55

Class T:
Net Asset Value
and redemption price per share ($11,762,486 ÷ 756,241 shares)

$ 15.55

 

 

 

Maximum offering price per share (100/96.50 of $15.55)

$ 16.11

Class B:
Net Asset Value
and offering price per share ($4,348,164 ÷ 281,298 shares)A

$ 15.46

 

 

 

Class C:
Net Asset Value
and offering price per share ($14,337,610 ÷ 927,787 shares)A

$ 15.45

 

 

 

 

 

 

Global Commodity Stock:
Net Asset Value
, offering price and redemption price per share ($310,186,006 ÷ 19,806,577 shares)

$ 15.66

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($35,739,058 ÷ 2,281,918 shares)

$ 15.66

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 6,484,153

Special dividends

 

3,210,012

Interest

 

2

Income from Fidelity Central Funds

 

100,511

Income before foreign taxes withheld

 

9,794,678

Less foreign taxes withheld

 

(414,094)

Total income

 

9,380,584

 

 

 

Expenses

Management fee

$ 2,448,315

Transfer agent fees

859,170

Distribution and service plan fees

299,224

Accounting and security lending fees

179,820

Custodian fees and expenses

137,701

Independent trustees' compensation

1,830

Registration fees

149,234

Audit

52,141

Legal

1,176

Interest

920

Miscellaneous

2,271

Total expenses before reductions

4,131,802

Expense reductions

(41,295)

4,090,507

Net investment income (loss)

5,290,077

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $9,801)

(2,524,423)

Foreign currency transactions

(119,006)

Total net realized gain (loss)

 

(2,643,429)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $72,455)

40,352,125

Assets and liabilities in foreign currencies

4,035

Total change in net unrealized appreciation (depreciation)

 

40,356,160

Net gain (loss)

37,712,731

Net increase (decrease) in net assets resulting from operations

$ 43,002,808

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

  

Year ended
October 31, 2010

For the period
March 25, 2009
(commencement of
operations) to
October 31, 2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 5,290,077

$ 14,516

Net realized gain (loss)

(2,643,429)

1,187,329

Change in net unrealized appreciation (depreciation)

40,356,160

8,431,977

Net increase (decrease) in net assets resulting
from operations

43,002,808

9,633,822

Distributions to shareholders from net investment income

(188,424)

-

Distributions to shareholders from net realized gain

(1,358,291)

-

Total distributions

(1,546,715)

-

Share transactions - net increase (decrease)

198,095,255

187,451,591

Redemption fees

48,090

58,304

Total increase (decrease) in net assets

239,599,438

197,143,717

 

 

 

Net Assets

Beginning of period

197,143,717

-

End of period (including undistributed net investment income of $4,074,073 and undistributed net investment income of $13,431, respectively)

$ 436,743,155

$ 197,143,717

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 13.29

$ 10.00

Income from Investment Operations

 

 

Net investment income (loss) E

  .19 K

  (.01)

Net realized and unrealized gain (loss)

  2.20

  3.29

Total from investment operations

  2.39

  3.28

Distributions from net investment income

  - J

  -

Distributions from net realized gain

  (.08)

  -

Total distributions

  (.08)

  -

Redemption fees added to paid in capital E

  - J

  .01

Net asset value, end of period

$ 15.60

$ 13.29

Total ReturnB,C,D

  18.04%

  32.90%

Ratios to Average Net AssetsF,I

 

 

Expenses before reductions

  1.37%

  1.65% A

Expenses net of fee waivers, if any

  1.37%

  1.50%A

Expenses net of all reductions

  1.36%

  1.48%A

Net investment income (loss)

  1.35% K

  (.15)%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 60,370

$ 15,705

Portfolio turnover rateG

  54%

  25%A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period March 25, 2009 (commencement of operations) to October 31, 2009.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Investment income per share reflects a special dividend which amounted to $.13 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .42%.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,

2010

2009 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 13.27

$ 10.00

Income from Investment Operations

 

 

Net investment income (loss) E

  .16 K

  (.03)

Net realized and unrealized gain (loss)

  2.19

  3.29

Total from investment operations

  2.35

  3.26

Distributions from net realized gain

  (.07)

  -

Redemption fees added to paid in capital E

  - J

  .01

Net asset value, end of period

$ 15.55

$ 13.27

Total Return B,C,D

  17.73%

  32.70%

Ratios to Average Net Assets F,I

 

 

Expenses before reductions

  1.63%

  2.04% A

Expenses net of fee waivers, if any

  1.63%

  1.75% A

Expenses net of all reductions

  1.61%

  1.73% A

Net investment income (loss)

  1.10% K

  (.40)% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 11,762

$ 4,665

Portfolio turnover rate G

  54%

  25% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period March 25, 2009 (commencement of operations) to October 31, 2009.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Investment income per share reflects a special dividend which amounted to $.13 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .17%.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 13.22

$ 10.00

Income from Investment Operations

 

 

Net investment income (loss) E

  .08 K

  (.07)

Net realized and unrealized gain (loss)

  2.20

  3.28

Total from investment operations

  2.28

  3.21

Distributions from net realized gain

  (.04)

  -

Redemption fees added to paid in capital E

  - J

  .01

Net asset value, end of period

$ 15.46

$ 13.22

Total Return B,C,D

  17.23%

  32.20%

Ratios to Average Net Assets F,I

 

 

Expenses before reductions

  2.16%

  2.66% A

Expenses net of fee waivers, if any

  2.16%

  2.25% A

Expenses net of all reductions

  2.15%

  2.23% A

Net investment income (loss)

  .56% K

  (.90)% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 4,348

$ 2,726

Portfolio turnover rate G

  54%

  25% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period March 25, 2009 (commencement of operations) to October 31, 2009.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Investment income per share reflects a special dividend which amounted to $.13 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been (.37)%.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,

2010

2009 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 13.22

$ 10.00

Income from Investment Operations

 

 

Net investment income (loss) E

  .08 K

  (.07)

Net realized and unrealized gain (loss)

  2.19

  3.28

Total from investment operations

  2.27

  3.21

Distributions from net realized gain

  (.04)

  -

Redemption fees added to paid in capital E

  - J

  .01

Net asset value, end of period

$ 15.45

$ 13.22

Total Return B,C,D

  17.21%

  32.20%

Ratios to Average Net Assets F,I

 

 

Expenses before reductions

  2.14%

  2.53% A

Expenses net of fee waivers, if any

  2.14%

  2.25% A

Expenses net of all reductions

  2.13%

  2.23% A

Net investment income (loss)

  .58% K

  (.90)% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 14,338

$ 4,798

Portfolio turnover rate G

  54%

  25% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period March 25, 2009 (commencement of operations) to October 31, 2009.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Investment income per share reflects a special dividend which amounted to $.13 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been (.34)%.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Global Commodity Stock

Years ended October 31,

2010

2009 G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 13.31

$ 10.00

Income from Investment Operations

 

 

Net investment income (loss)D

  .23 J

  .01

Net realized and unrealized gain (loss)

  2.21

  3.29

Total from investment operations

  2.44

  3.30

Distributions from net investment income

  (.01)

  -

Distributions from net realized gain

  (.08)

  -

Total distributions

  (.09)

  -

Redemption fees added to paid in capitalD

  -I

  .01

Net asset value, end of period

$ 15.66

$ 13.31

Total ReturnB,C

  18.38%

  33.10%

Ratios to Average Net AssetsE,H

 

 

Expenses before reductions

  1.10%

  1.42%A

Expenses net of fee waivers, if any

  1.10%

  1.25%A

Expenses net of all reductions

  1.09%

  1.23%A

Net investment income (loss)

  1.62% J

  .10%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 310,186

$ 159,439

Portfolio turnover rateF

  54%

  25%A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period March 25, 2009 (commencement of operations) to October 31, 2009.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

J Investment income per share reflects a special dividend which amounted to $.13 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .69%.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009 G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 13.31

$ 10.00

Income from Investment Operations

 

 

Net investment income (loss) D

  .23 J

  .01

Net realized and unrealized gain (loss)

  2.21

  3.29

Total from investment operations

  2.44

  3.30

Distributions from net investment income

  (.01)

  -

Distributions from net realized gain

  (.08)

  -

Total distributions

  (.09)

  -

Redemption fees added to paid in capital D

  - I

  .01

Net asset value, end of period

$ 15.66

$ 13.31

Total Return B,C

  18.39%

  33.10%

Ratios to Average Net Assets E,H

 

 

Expenses before reductions

  1.09%

  1.36% A

Expenses net of fee waivers, if any

  1.09%

  1.25% A

Expenses net of all reductions

  1.07%

  1.23% A

Net investment income (loss)

  1.64% J

  .10% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 35,739

$ 9,811

Portfolio turnover rate F

  54%

  25% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period March 25, 2009 (commencement of operations) to October 31, 2009.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

J Investment income per share reflects a special dividend which amounted to $.13 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .71%.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Global Commodity Stock Fund (the Fund) is a non-diversified fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Global Commodity Stock, and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Large, non-recurring dividends recognized by the Fund are presented separately on the Statement of Operations as "Special Dividends" and the impact of these dividends is presented in the Financial Highlights.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP. In addition, the fund claimed a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC)and losses deferred due to wash sales.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 61,409,156

Gross unrealized depreciation

(18,023,785)

Net unrealized appreciation (depreciation)

$ 43,385,371

 

 

Tax Cost

$ 401,941,221

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 4,193,998

Undistributed long-term capital gain

$ 1,911,902

Net unrealized appreciation (depreciation)

$ 43,386,573

The tax character of distributions paid was as follows:

 

October 31,
2010

October 31,
2009

Ordinary Income

$ 1,546,715

$ -

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $387,406,917 and $178,635,735, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 100,827

$ 5,669

Class T

.25%

.25%

44,998

3,026

Class B

.75%

.25%

43,683

34,562

Class C

.75%

.25%

109,716

73,600

 

 

 

$ 299,224

$ 116,857

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 71,199

Class T

9,668

Class B*

64,189

Class C*

4,311

 

$ 149,367

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 107,075

.26

Class T

24,116

.27

Class B

13,309

.30

Class C

31,332

.28

Global Commodity Stock

629,234

.24

Institutional Class 

54,104

.23

 

$ 859,170

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $9,718 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average
Daily Loan
Balance

Weighted
Average Interest
Rate

Interest
Expense

Borrower

$ 3,460,667

.46%

$ 666

Annual Report

Notes to Financial Statements - continued

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $774 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $89,586. During the period, there were no securities loaned to FCM.

8. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. The average daily loan balance during the period for which loans were outstanding amounted to $3,318,000. The weighted average interest rate was .69%. The interest expense amounted to $254 under the bank borrowing program. At period end, there were no bank borrowings outstanding.

Annual Report

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $41,295 for the period.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009 A

From net investment income

 

 

Class A

$ 7,432

$ -

Global Commodity Stock

168,019

-

Institutional Class

12,973

-

Total

$ 188,424

$ -

From net realized gain

 

 

Class A

$ 143,058

$ -

Class T

30,137

-

Class B

9,302

-

Class C

20,828

-

Global Commodity Stock

1,078,126

-

Institutional Class

76,840

-

Total

$ 1,358,291

$ -

A For the period March 25, 2009 (commencement of operations) to October 31, 2009.

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009 A

2010

2009 A

Class A

 

 

 

 

Shares sold

3,636,511

1,217,436

$ 52,113,230

$ 15,536,230

Reinvestment of distributions

8,310

-

119,911

-

Shares redeemed

(957,806)

(35,397)

(13,354,681)

(440,651)

Net increase (decrease)

2,687,015

1,182,039

$ 38,878,460

$ 15,095,579

Class T

 

 

 

 

Shares sold

635,625

352,496

$ 9,055,849

$ 4,355,249

Reinvestment of distributions

2,006

-

28,921

-

Shares redeemed

(233,090)

(796)

(3,190,490)

(10,905)

Net increase (decrease)

404,541

351,700

$ 5,894,280

$ 4,344,344

Annual Report

Notes to Financial Statements - continued

11. Share Transactions - continued

Transactions for each class of shares were as follows: - continued

 

Shares

Dollars

Years ended October 31,

2010

2009 A

2010

2009 A

Class B

 

 

 

 

Shares sold

275,613

209,917

$ 3,943,173

$ 2,460,093

Reinvestment of distributions

543

-

7,824

-

Shares redeemed

(200,985)

(3,790)

(2,763,660)

(51,192)

Net increase (decrease)

75,171

206,127

$ 1,187,337

$ 2,408,901

Class C

 

 

 

 

Shares sold

869,321

368,806

$ 12,506,411

$ 4,531,477

Reinvestment of distributions

1,339

-

19,266

-

Shares redeemed

(305,685)

(5,994)

(4,197,936)

(81,571)

Net increase (decrease)

564,975

362,812

$ 8,327,741

$ 4,449,906

Global Commodity Stock

 

 

 

 

Shares sold

19,122,952

14,544,887

$ 278,892,729

$ 183,653,183

Reinvestment of distributions

81,765

-

1,181,498

-

Shares redeemed

(11,379,620)

(2,563,407)

(158,960,668)

(31,996,439)

Net increase (decrease)

7,825,097

11,981,480

$ 121,113,559

$ 151,656,744

Institutional Class

 

 

 

 

Shares sold

1,969,025

773,649

$ 28,672,948

$ 9,932,033

Reinvestment of distributions

2,588

-

37,397

-

Shares redeemed

(426,975)

(36,369)

(6,016,467)

(435,916)

Net increase (decrease)

1,544,638

737,280

$ 22,693,878

$ 9,496,117

A For the period March 25, 2009 (commencement of operations) to October 31, 2009.

12. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity Global Commodity Stock Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Global Commodity Stock Fund (a fund of Fidelity Investment Trust) at October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the periods indicated and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Global Commodity Stock Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts
December 17, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Annual Report

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

Trustees and Officers - continued

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Annual Report

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Christopher S. Bartel (38)

 

Year of Election or Appointment: 2009

Vice President of Fidelity's Sector and Real Estate Equity Funds. Mr. Bartel also serves as Senior Vice President of Equity Research (2009-present). Previously, Mr. Bartel served as Managing Director of Research (2006-2009) and an analyst and portfolio manager (2000-2006).

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Global Commodity Stock Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Fidelity Global Commodity Stock Fund

12/13/10

12/10/10

$0.133

$0.062

The fund hereby designates as a capital gain dividend with respect to the taxable year ended October 31, 2010, $1,911,902, or, if subsequently determined to be different, the net capital gain of such year.

The fund designates 11% of the dividends distributed during the fiscal year as qualifying for the dividends-received deduction for corporate shareholders.

The fund designates 57% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Fidelity Global Commodity Stock Fund

12/14/09

$0.008

$0.0027

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Global Commodity Stock Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board noted that it is not possible to evaluate performance in any comprehensive fashion because the fund had been in operation for less than one calendar year. Once the fund has been in operation for at least one calendar year, the Board will review the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against a broad-based securities market index and, if a meaningful peer group exists, a peer group of mutual funds.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the period of the fund's operations shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 29% means that 71% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Fidelity Global Commodity Stock Fund

cjc293

Annual Report

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for the period.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of the retail class ranked below its competitive median for the period and the total expenses of each of Class A, Class T, Class B, Class C, and Institutional Class ranked above its competitive median for the period. The Board considered that total expenses for Class T were above median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable, although in some cases above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

Annual Report

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your personal investments via your telephone or PC. You can access your account information, conduct trades and research your investments 24 hours a day.

By Phone

Fidelity Automated Service Telephone provides a single toll-free number to access account balances, positions, quotes and trading. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

(phone_graphic)

Fidelity Automated
Service Telephone (FAST
®)
1-800-544-5555

Press

cjc295For mutual fund and brokerage trading.

cjc297For quotes.*

cjc299For account balances and holdings.

cjc301To review orders and mutual
fund activity.

cjc303To change your PIN.

cjc305cjc307To speak to a Fidelity representative.

By PC

Fidelity's web site on the Internet provides a wide range of information, including daily financial news, fund performance, interactive planning tools and news about Fidelity products and services.

(computer_graphic)

Fidelity's Web Site
www.fidelity.com

* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

Annual Report

To Visit Fidelity

For directions and hours, 
please call 1-800-544-9797.

Arizona

7001 West Ray Road
Chandler, AZ

15445 N. Scottsdale Road
Scottsdale, AZ

17550 North 75th Avenue
Glendale, AZ

5330 E. Broadway Blvd
Tucson, AZ

California

815 East Birch Street
Brea, CA

1411 Chapin Avenue
Burlingame, CA

851 East Hamilton Avenue
Campbell, CA

601 Larkspur Landing Circle
Larkspur, CA

2000 Avenue of the Stars
Los Angeles, CA

27101 Puerta Real
Mission Viejo, CA

73575 El Paseo
Palm Desert, CA

251 University Avenue
Palo Alto, CA

123 South Lake Avenue
Pasadena, CA

16656 Bernardo Ctr. Drive
Rancho Bernardo, CA

1220 Roseville Parkway
Roseville, CA

1740 Arden Way
Sacramento, CA

7676 Hazard Center Drive
San Diego, CA

11943 El Camino Real
San Diego, CA

8 Montgomery Street
San Francisco, CA

3793 State Street
Santa Barbara, CA

1200 Wilshire Boulevard
Santa Monica, CA

398 West El Camino Real
Sunnyvale, CA

111 South Westlake Blvd
Thousand Oaks, CA

21701 Hawthorne Boulevard
Torrance, CA

2001 North Main Street
Walnut Creek, CA

6326 Canoga Avenue
Woodland Hills, CA

2211 Michelson Drive
Irvine, CA

Colorado

281 East Flatiron Circle
Broomfield, CO

1625 Broadway
Denver, CO

9185 Westview Road
Lone Tree, CO

Connecticut

48 West Putnam Avenue
Greenwich, CT

265 Church Street
New Haven, CT

300 Atlantic Street
Stamford, CT

29 South Main Street
West Hartford, CT

1261 Post Road
Fairfield, CT

Delaware

400 Delaware Avenue
Wilmington, DE

Florida

175 East Altamonte Drive
Altamonte Springs, FL

1400 Glades Road
Boca Raton, FL

121 Alhambra Plaza
Coral Gables, FL

2948 N. Federal Highway
Ft. Lauderdale, FL

4671 Town Center Parkway
Jacksonville, FL

8880 Tamiami Trail, North
Naples, FL

230 Royal Palm Way
Palm Beach, FL

3501 PGA Boulevard
Palm Beach Gardens, FL

3550 Tamiami Trail, South
Sarasota, FL

1502 N. Westshore Blvd.
Tampa, FL

2465 State Road 7
Wellington, FL

Georgia

3242 Peachtree Road
Atlanta, GA

1000 Abernathy Road
Atlanta, GA

Illinois

One North LaSalle Street
Chicago, IL

401 North Michigan Avenue
Chicago, IL

One Skokie Valley Road
Highland Park, IL

1415 West 22nd Street
Oak Brook, IL

15105 S LaGrange Road
Orland Park, IL

1572 East Golf Road
Schaumburg, IL

1823 Freedom Drive
Naperville, IL

Indiana

8480 Keystone Crossing
Indianapolis, IN

Kansas

5400 College Boulevard
Overland Park, KS

Maine

Three Canal Plaza
Portland, ME

Maryland

7315 Wisconsin Avenue
Bethesda, MD

610 York Road
Towson, MD

Massachusetts

801 Boylston Street
Boston, MA

155 Congress Street
Boston, MA

300 Granite Street
Braintree, MA

44 Mall Road
Burlington, MA

238 Main Street
Cambridge, MA

200 Endicott Street
Danvers, MA

Fidelity Brokerage Services, Inc., 100 Summer St., Boston, MA 02110 Member NYSE/SIPC

Annual Report

405 Cochituate Road
Framingham, MA

551 Boston Turnpike
Shrewsbury, MA

Michigan

500 E. Eisenhower Pkwy.
Ann Arbor, MI

280 N. Old Woodward Ave.
Birmingham, MI

30200 Northwestern Hwy.
Farmington Hills, MI

43420 Grand River Avenue
Novi, MI

3480 28th Street
Grand Rapids, MI

2425 S. Linden Road STE E
Flint, MI

Minnesota

7740 France Avenue South
Edina, MN

8342 3rd Street North
Oakdale, MN

Missouri

1524 South Lindbergh Blvd.
St. Louis, MO

Nevada

2225 Village Walk Drive
Henderson, NV

New Jersey

501 Route 73 South
Marlton, NJ

150 Essex Street
Millburn, NJ

35 Morris Street
Morristown, NJ

396 Route 17, North
Paramus, NJ

3518 Route 1 North
Princeton, NJ

530 Broad Street
Shrewsbury, NJ

New Mexico

2261 Q Street NE
Albuquerque, NM

New York

1130 Franklin Avenue
Garden City, NY

37 West Jericho Turnpike
Huntington Station, NY

1271 Avenue of the Americas
New York, NY

980 Madison Avenue
New York, NY

61 Broadway
New York, NY

350 Park Avenue
New York, NY

200 Fifth Avenue
New York, NY

733 Third Avenue
New York, NY

2070 Broadway
New York, NY

1075 Northern Blvd.
Roslyn, NY

799 Central Park Avenue
Scarsdale, NY

3349 Monroe Avenue
Rochester, NY

North Carolina

4611 Sharon Road
Charlotte, NC

7011 Fayetteville Road
Durham, NC

Ohio

3805 Edwards Road
Cincinnati, OH

1324 Polaris Parkway
Columbus, OH

1800 Crocker Road
Westlake, OH

28699 Chagrin Boulevard
Woodmere Village, OH

Oregon

7493 SW Bridgeport Road
Tigard, OR

Pennsylvania

600 West DeKalb Pike
King of Prussia, PA

1735 Market Street
Philadelphia, PA

12001 Perry Highway
Wexford, PA

Rhode Island

10 Memorial Boulevard
Providence, RI

Tennessee

3018 Peoples Street
Johnson City, TN

7628 West Farmington Blvd.
Germantown, TN

2035 Mallory Lane
Franklin, TN

Texas

10000 Research Boulevard
Austin, TX

4001 Northwest Parkway
Dallas, TX

12532 Memorial Drive
Houston, TX

2701 Drexel Drive
Houston, TX

6560 Fannin Street
Houston, TX

1701 Lake Robbins Drive
The Woodlands, TX

6500 N. MacArthur Blvd.
Irving, TX

6005 West Park Boulevard
Plano, TX

1576 East Southlake Blvd.
Southlake, TX

15600 Southwest Freeway
Sugar Land, TX

139 N. Loop 1604 East
San Antonio, TX

Utah

279 West South Temple
Salt Lake City, UT

Virginia

1861 International Drive
McLean, VA

11957 Democracy Drive
Reston, VA

Washington

10500 NE 8th Street
Bellevue, WA

1518 6th Avenue
Seattle, WA

304 Strander Blvd
Tukwila, WA

Washington, DC

1900 K Street, N.W.
Washington, DC

Wisconsin

16020 West Bluemound Road
Brookfield, WI

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management &
Research (U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investments (Japan) Limited

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Limited

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

State Street Bank and Trust Company
Quincy, MA

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

Exchanges/Redemptions
and Account Assistance 1-800-544-6666

Product Information 1-800-544-6666

Retirement Accounts 1-800-544-4774
(8 a.m. - 9 p.m.)

TDD Service 1-800-544-0118
for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)

Fidelity Automated Service
Telephone (FAST®) cjc170
1-800-544-5555

cjc310
Automated line for quickest service

GCS-UANN-1210
1.879379.101

cjc173

(Fidelity Investment logo)(registered trademark)
Fidelity AdvisorSM
Global Commodity Stock
Fund - Class A, Class T, Class B
and Class C

Annual Report

October 31, 2010

Class A, Class T, Class B,
and Class C are classes
of Fidelity® Global Commodity
Stock Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Life of
fund
A

  Class A (incl. 5.75% sales charge)

11.25%

27.63%

  Class T (incl. 3.50% sales charge)

13.61%

29.18%

  Class B (incl. contingent deferred sales charge) B

12.23%

29.30%

  Class C (incl. contingent deferred sales charge) C

16.21%

31.42%

A From March 25, 2009.

B Class B shares' contingent deferred sales charges included in the past one year and life of fund total return figures are 5% and 4%, respectively.

C Class C shares' contingent deferred sales charges included in the past one year and life of fund total return figures are 1% and 0%, respectively.

Annual Report

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity AdvisorSM Global Commodity Stock Fund - Class A on March 25, 2009, when the fund started, and the current 5.75% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the MSCI® ACWI® (All Country World Index) Index performed over the same period.

cjc325

Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from S. Joseph Wickwire II, Portfolio Manager of Fidelity AdvisorSM Global Commodity Stock Fund: During the year, the fund's Class A, Class T, Class B and Class C shares returned 18.04%, 17.73%, 17.23% and 17.21%, respectively (excluding sales charges), versus 17.46% for the MSCI ACWI (All Country World Index) Commodity Producers Sector Capped Index and 14.47% for the MSCI ACWI (All Country World Index) Index. Versus the capped index, performance was aided by stock selection and an overweighting in gold, as well as an underweighting and favorable picks in integrated oil/gas. Geographically, security selection in the U.S. and U.K. added value. Notable contributors included Randgold Resources, a U.K.-based company with most of its assets in West Africa. Out-of-index positions in Lihir Gold, headquartered in Papua New Guinea, and Australia's Centennial Coal also helped, as did fertilizer maker Mosaic. Lihir and Centennial were acquired during the period. Conversely, stock selection in oil and gas exploration/production and in agricultural products was mildly negative, while underweighting Canada and Chile dampened the fund's gain a bit. Our small cash position also was a slight detractor. Underweighted exposure to Potash Corp. of Saskatchewan and strong-performing metals miner Rio Tinto - an index component - hampered the fund's results. Out-of-benchmark positions in Duoyuan Global Water, one of the top providers of water treatment equipment in China, and OPTI Canada, a small Canadian oil producer, also detracted.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Annual Report

 

Annualized
Expense
Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to
October 31, 2010

Class A

1.35%

 

 

 

Actual

 

$ 1,000.00

$ 1,065.60

$ 7.03

HypotheticalA

 

$ 1,000.00

$ 1,018.40

$ 6.87

Class T

1.59%

 

 

 

Actual

 

$ 1,000.00

$ 1,064.30

$ 8.27

HypotheticalA

 

$ 1,000.00

$ 1,017.19

$ 8.08

Class B

2.11%

 

 

 

Actual

 

$ 1,000.00

$ 1,061.80

$ 10.97

HypotheticalA

 

$ 1,000.00

$ 1,014.57

$ 10.71

Class C

2.11%

 

 

 

Actual

 

$ 1,000.00

$ 1,061.10

$ 10.96

HypotheticalA

 

$ 1,000.00

$ 1,014.57

$ 10.71

Global Commodity Stock

1.05%

 

 

 

Actual

 

$ 1,000.00

$ 1,066.80

$ 5.47

HypotheticalA

 

$ 1,000.00

$ 1,019.91

$ 5.35

Institutional Class

1.05%

 

 

 

Actual

 

$ 1,000.00

$ 1,066.80

$ 5.47

HypotheticalA

 

$ 1,000.00

$ 1,019.91

$ 5.35

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

BHP Billiton PLC

5.5

4.5

Exxon Mobil Corp.

4.8

4.7

Potash Corp. of Saskatchewan, Inc.

4.1

2.2

Monsanto Co.

2.9

3.8

Rio Tinto PLC

2.9

2.3

Royal Dutch Shell PLC Class A (United Kingdom)

2.8

2.6

Syngenta AG (Switzerland)

2.6

2.7

Chevron Corp.

2.3

2.5

Vale SA (PN-A) sponsored ADR

2.1

2.1

Archer Daniels Midland Co.

2.1

1.9

 

32.1

Top Sectors (% of fund's net assets)

As of October 31, 2010

cjc132

Agriculture 26.2%

 

cjc277

Energy 32.8%

 

cjc144

Metals 34.6%

 

cjc280

All Others* 6.4%

 

cjc331

As of April 30, 2010

cjc284

Agriculture 27.3%

 

cjc286

Energy 35.6%

 

cjc288

Metals 31.6%

 

cjc280

All Others* 5.5%

 

cjc337

* Includes short-term investments and net other assets.

Annual Report

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 99.2%

Shares

Value

CHEMICALS - 18.5%

Commodity Chemicals - 0.0%

Grasim Industries Ltd.

3,318

$ 174,452

Diversified Chemicals - 0.4%

Dow Chemical Co.

52,600

1,621,658

Fertilizers & Agricultural Chemicals - 17.9%

Agrium, Inc.

62,300

5,511,037

CF Industries Holdings, Inc.

35,072

4,297,372

China BlueChemical Ltd. (H shares)

770,000

608,947

Fertilizantes Fosfatados SA (PN) (a)

7,600

85,998

Fertilizantes Heringer SA (a)

67,300

376,614

Incitec Pivot Ltd.

663,200

2,416,898

Israel Chemicals Ltd.

213,700

3,268,699

Israel Corp. Ltd. (Class A) (a)

100

107,290

K&S AG

59,707

4,154,796

Makhteshim-Agan Industries

45,000

226,176

Monsanto Co.

210,100

12,484,142

Nufarm Ltd. (d)

205,300

915,106

Potash Corp. of Saskatchewan, Inc.

122,400

17,701,735

Sinofert Holdings Ltd. (a)

1,632,000

863,241

Sociedad Quimica y Minera de Chile SA (PN-B) sponsored ADR

5,400

279,720

Syngenta AG (Switzerland)

41,272

11,424,180

Taiwan Fertilizer Co. Ltd.

448,000

1,529,685

The Mosaic Co.

65,200

4,770,032

United Phosphorous Ltd.

314,732

1,415,140

Uralkali JSC GDR (Reg. S)

62,100

1,536,975

Yara International ASA

80,600

4,236,820

 

78,210,603

Specialty Chemicals - 0.2%

Innophos Holdings, Inc.

24,000

881,280

Johnson Matthey PLC

2,900

88,929

 

970,209

TOTAL CHEMICALS

80,976,922

CONSTRUCTION & ENGINEERING - 0.7%

Construction & Engineering - 0.7%

Fluor Corp.

32,300

1,556,537

Foster Wheeler AG (a)

3,500

81,970

Granite Construction, Inc.

11,800

285,324

Common Stocks - continued

Shares

Value

CONSTRUCTION & ENGINEERING - CONTINUED

Construction & Engineering - continued

Jacobs Engineering Group, Inc. (a)

29,600

$ 1,142,856

KBR, Inc.

2,383

60,528

 

3,127,215

CONSTRUCTION MATERIALS - 0.5%

Construction Materials - 0.5%

HeidelbergCement AG

39,612

2,071,614

Martin Marietta Materials, Inc.

1,100

88,528

 

2,160,142

CONTAINERS & PACKAGING - 0.3%

Paper Packaging - 0.3%

Rock-Tenn Co. Class A

21,900

1,245,015

ELECTRICAL EQUIPMENT - 0.1%

Electrical Components & Equipment - 0.1%

Regal-Beloit Corp.

9,202

531,047

ENERGY EQUIPMENT & SERVICES - 2.1%

Oil & Gas Drilling - 0.7%

Ensco International Ltd. ADR

16,600

769,244

Noble Corp.

28,500

984,105

Transocean Ltd. (a)

7,000

443,520

Trinidad Drilling Ltd.

28,600

143,014

Vantage Drilling Co. (a)

334,200

574,824

 

2,914,707

Oil & Gas Equipment & Services - 1.4%

Aker Solutions ASA

19,200

292,294

Baker Hughes, Inc.

17,480

809,848

Fugro NV (Certificaten Van Aandelen) unit

1,100

77,800

Halliburton Co.

48,400

1,542,024

ION Geophysical Corp. (a)

300,700

1,470,423

National Oilwell Varco, Inc.

1,400

75,264

Saipem SpA

27,278

1,211,934

Schlumberger Ltd.

6,500

454,285

Technip SA

800

67,224

Wellstream Holdings PLC

31,400

372,276

 

6,373,372

TOTAL ENERGY EQUIPMENT & SERVICES

9,288,079

Common Stocks - continued

Shares

Value

FOOD PRODUCTS - 4.7%

Agricultural Products - 4.2%

Archer Daniels Midland Co.

273,800

$ 9,123,016

Bunge Ltd.

25,800

1,549,806

Chaoda Modern Agriculture (Holdings) Ltd.

594,000

484,319

China Agri-Industries Holding Ltd.

1,150,000

1,673,537

China Green (Holdings) Ltd.

300,000

307,692

Golden Agri-Resources Ltd.

2,306,000

1,158,078

IOI Corp. Bhd

223,606

418,318

Kuala Lumpur Kepong Bhd

27,000

171,842

Origin Agritech Ltd. (a)

40,410

351,971

PPB Group Bhd

124,300

767,136

Viterra, Inc. (a)

18,300

175,302

Wilmar International Ltd.

483,000

2,388,318

 

18,569,335

Packaged Foods & Meats - 0.5%

China Yurun Food Group Ltd.

71,000

276,168

Cosan Ltd. Class A

63,100

829,765

MHP SA GDR (Reg. S) (a)

51,400

812,120

Tingyi (Cayman Islands) Holding Corp.

32,000

87,109

 

2,005,162

TOTAL FOOD PRODUCTS

20,574,497

INDUSTRIAL CONGLOMERATES - 0.2%

Industrial Conglomerates - 0.2%

Keppel Corp. Ltd.

110,000

848,180

MACHINERY - 0.9%

Construction & Farm Machinery & Heavy Trucks - 0.8%

Bucyrus International, Inc. Class A

5,300

361,248

Caterpillar, Inc.

1,100

86,460

Cummins, Inc.

10,700

942,670

Deere & Co.

1,100

84,480

Jain Irrigation Systems Ltd.

162,100

848,442

Komatsu Ltd.

32,000

782,126

PT United Tractors Tbk

62,500

155,245

Weichai Power Co. Ltd. (H Shares)

9,000

118,200

 

3,378,871

Common Stocks - continued

Shares

Value

MACHINERY - CONTINUED

Industrial Machinery - 0.1%

Duoyuan Global Water, Inc. ADR (a)(d)

46,000

$ 575,460

TOTAL MACHINERY

3,954,331

METALS & MINING - 34.6%

Aluminum - 0.4%

Alcoa, Inc.

119,200

1,565,096

Diversified Metals & Mining - 15.6%

African Rainbow Minerals Ltd.

42,400

1,081,692

Anglo American PLC (United Kingdom)

166,151

7,741,062

Antofagasta PLC

17,500

370,657

BHP Billiton PLC

683,416

24,206,989

Eramet SA

222

76,932

Eurasian Natural Resources Corp. PLC

46,500

648,522

First Quantum Minerals Ltd.

13,800

1,208,430

Freeport-McMoRan Copper & Gold, Inc.

49,300

4,667,724

Grupo Mexico SA de CV Series B

92,082

302,777

HudBay Minerals, Inc.

12,200

192,588

Ivanhoe Australia Ltd. (a)

50,000

155,764

Ivanhoe Mines Ltd. (a)

11,000

263,379

Jiangxi Copper Co. Ltd. (H Shares)

40,000

111,466

Kazakhmys PLC

75,400

1,589,756

Mitsubishi Materials Corp. (a)

119,000

372,528

Mongolian Mining Corp.

442,000

478,423

OJSC MMC Norilsk Nickel sponsored ADR

102,500

1,911,625

Rio Tinto PLC

191,987

12,468,050

Southern Copper Corp.

2,100

89,880

Sterlite Industries (India) Ltd.

173,488

665,507

Sumitomo Metal Mining Co. Ltd.

42,000

668,359

Teck Resources Ltd. Class B (sub. vtg.)

57,700

2,579,782

Vedanta Resources PLC

11,800

392,286

Walter Energy, Inc.

12,900

1,134,684

Xstrata PLC

245,891

4,764,877

 

68,143,739

Gold - 9.0%

Agnico-Eagle Mines Ltd.:

(Canada)

27,500

2,132,807

(United States)

100

7,759

AngloGold Ashanti Ltd. sponsored ADR

78,800

3,712,268

Barrick Gold Corp.

149,600

7,204,973

Common Stocks - continued

Shares

Value

METALS & MINING - CONTINUED

Gold - continued

Eldorado Gold Corp.

28,000

$ 474,125

Franco-Nevada Corp.

9,800

338,037

Gold Fields Ltd. sponsored ADR

75,300

1,187,481

Goldcorp, Inc.

154,500

6,898,647

Harmony Gold Mining Co. Ltd. sponsored ADR

39,100

451,214

IAMGOLD Corp.

71,100

1,297,354

Kinross Gold Corp.

180,205

3,242,241

Kinross Gold Corp. warrants 9/17/14 (a)

2,772

11,388

Newcrest Mining Ltd.

118,138

4,624,726

Newmont Mining Corp.

59,600

3,627,852

Polyus Gold OJSC sponsored ADR

11,000

328,900

Randgold Resources Ltd. sponsored ADR

27,000

2,535,840

Royal Gold, Inc.

3,000

148,530

Yamana Gold, Inc.

99,700

1,096,808

Zijin Mining Group Co. Ltd. (H Shares)

92,000

86,763

 

39,407,713

Precious Metals & Minerals - 1.2%

Anglo Platinum Ltd. (a)

5,800

573,786

Aquarius Platinum Ltd. (United Kingdom)

104,000

600,345

Compania de Minas Buenaventura SA sponsored ADR

5,700

302,328

Impala Platinum Holdings Ltd.

48,900

1,382,174

Lonmin PLC (a)

4,922

137,922

Northam Platinum Ltd.

20,900

144,554

Pan American Silver Corp.

11,100

354,312

Polymetal JSC GDR (Reg. S) (a)

15,700

248,060

Silver Standard Resources, Inc. (a)

16,000

388,480

Silver Wheaton Corp. (a)

31,400

902,685

 

5,034,646

Steel - 8.4%

Allegheny Technologies, Inc.

1,400

73,766

ArcelorMittal SA Class A unit (d)

108,200

3,503,516

Atlas Iron Ltd. (a)

36,000

88,521

BlueScope Steel Ltd.

491,649

960,880

Carpenter Technology Corp.

30,300

1,080,498

China Steel Corp.

33,819

34,311

Cliffs Natural Resources, Inc.

3,400

221,680

Commercial Metals Co.

54,000

749,520

Companhia Siderurgica Nacional SA (CSN)

9,900

164,399

Gerdau SA sponsored ADR (d)

31,300

408,152

JFE Holdings, Inc.

74,200

2,313,892

Common Stocks - continued

Shares

Value

METALS & MINING - CONTINUED

Steel - continued

Jindal Steel & Power Ltd.

57,871

$ 910,726

JSW Steel Ltd.

11,131

336,994

Kobe Steel Ltd.

231,000

507,684

Maanshan Iron & Steel Co. Ltd. (H Shares)

1,136,000

650,713

Magnitogorsk Iron & Steel Works OJSC unit (a)

6,500

81,250

Maruichi Steel Tube Ltd.

13,000

257,351

Mechel Steel Group OAO sponsored ADR

16,000

376,800

Nippon Steel Corp.

570,000

1,791,580

Novolipetsk Steel Ojsc

4,500

154,035

Nucor Corp.

27,700

1,058,694

OneSteel Ltd.

142,793

377,695

POSCO

8,607

3,554,719

Reliance Steel & Aluminum Co.

33,200

1,389,420

Salzgitter AG

3,225

231,506

Sumitomo Metal Industries Ltd.

578,000

1,341,528

Tata Steel Ltd.

24,147

321,088

Ternium SA sponsored ADR

4,600

157,688

Thyssenkrupp AG

10,000

367,899

Tokyo Steel Manufacturing Co. Ltd.

9,500

94,209

United States Steel Corp. (d)

28,400

1,215,236

Vale SA (PN-A) sponsored ADR

326,000

9,365,980

Voestalpine AG

29,400

1,165,282

Yamato Kogyo Co. Ltd.

58,000

1,487,660

 

36,794,872

TOTAL METALS & MINING

150,946,066

OIL, GAS & CONSUMABLE FUELS - 30.7%

Coal & Consumable Fuels - 1.6%

Alpha Natural Resources, Inc. (a)

41,505

1,874,781

Arch Coal, Inc.

24,000

590,160

Banpu PCL (For. Reg.)

7,700

199,058

China Coal Energy Co. Ltd. (H Shares)

146,000

252,398

China Shenhua Energy Co. Ltd. (H Shares)

72,500

322,690

Cloud Peak Energy, Inc.

22,100

383,877

CONSOL Energy, Inc.

15,900

584,484

Massey Energy Co.

42,600

1,792,182

Paladin Energy Ltd. (a)

21,511

86,400

Peabody Energy Corp.

14,800

782,920

Common Stocks - continued

Shares

Value

OIL, GAS & CONSUMABLE FUELS - CONTINUED

Coal & Consumable Fuels - continued

PT Bumi Resources Tbk

684,000

$ 170,282

Uranium One, Inc. (a)

22,400

91,585

 

7,130,817

Integrated Oil & Gas - 21.3%

BG Group PLC

222,057

4,324,368

BP PLC

1,159,800

7,882,370

Cenovus Energy, Inc.

4,500

125,218

Chevron Corp.

122,300

10,103,203

China Petroleum & Chemical Corp. (H Shares)

597,000

568,024

ConocoPhillips

22,000

1,306,800

Ecopetrol SA ADR

2,000

95,480

ENI SpA

156,727

3,528,187

Exxon Mobil Corp.

312,361

20,762,636

Hess Corp.

8,100

510,543

Imperial Oil Ltd.

11,600

446,075

InterOil Corp. (a)(d)

6,800

484,024

Lukoil Oil Co. sponsored ADR

29,000

1,619,650

Marathon Oil Corp.

116,800

4,154,576

Murphy Oil Corp.

14,200

925,272

OAO Gazprom sponsored ADR

121,300

2,650,405

Occidental Petroleum Corp.

63,100

4,961,553

Origin Energy Ltd.

55,019

859,156

Petroleo Brasileiro SA - Petrobras (PN) sponsored ADR (non-vtg.)

173,000

5,395,870

Repsol YPF SA

53,241

1,476,022

Royal Dutch Shell PLC Class A (United Kingdom)

379,950

12,333,010

StatoilHydro ASA

3,900

85,144

Suncor Energy, Inc.

118,232

3,788,432

Surgutneftegaz JSC sponsored ADR

3,930

38,082

Total SA

81,255

4,421,915

 

92,846,015

Oil & Gas Exploration & Production - 7.2%

Alange Energy Corp. (a)

190,000

137,857

Anadarko Petroleum Corp.

39,400

2,425,858

Apache Corp.

21,600

2,182,032

Berry Petroleum Co. Class A

36,300

1,241,823

Cairn Energy PLC (a)

44,204

273,300

Canadian Natural Resources Ltd.

83,800

3,050,783

Chesapeake Energy Corp.

31,100

674,870

Cimarex Energy Co.

6,800

521,900

Common Stocks - continued

Shares

Value

OIL, GAS & CONSUMABLE FUELS - CONTINUED

Oil & Gas Exploration & Production - continued

CNOOC Ltd. sponsored ADR

8,200

$ 1,713,144

CNPC (Hong Kong) Ltd.

50,000

63,603

Concho Resources, Inc. (a)

1,200

82,404

Denbury Resources, Inc. (a)

51,400

874,828

Devon Energy Corp.

13,800

897,276

EnCana Corp.

5,200

146,889

EOG Resources, Inc.

13,600

1,301,792

Falkland Oil & Gas Ltd. (a)(d)

216,700

355,866

Gran Tierra Energy, Inc. (a)

7,200

53,652

Heritage Oil PLC

75,500

416,715

Japan Petroleum Exploration Co. Ltd.

4,800

183,422

Lundin Petroleum AB (a)

30,000

283,764

Mariner Energy, Inc. (a)

19,800

493,416

Newfield Exploration Co. (a)

1,400

83,468

Nexen, Inc.

8,300

176,596

Niko Resources Ltd.

11,200

1,068,497

Noble Energy, Inc.

9,800

798,504

Northern Oil & Gas, Inc. (a)

47,600

936,768

OAO NOVATEK GDR

7,600

726,940

OGX Petroleo e Gas Participacoes SA (a)

5,900

77,409

Oil & Natural Gas Corp. Ltd.

5,222

153,632

OPTI Canada, Inc. (a)

1,496,600

1,027,179

Pacific Rubiales Energy Corp. (a)

6,300

200,817

Painted Pony Petroleum Ltd. Class A (a)

27,400

188,595

PetroBakken Energy Ltd. Class A

7,348

162,248

Petrobank Energy & Resources Ltd. (a)

42,100

1,675,497

Petrohawk Energy Corp. (a)

43,200

734,832

Petrominerales Ltd.

3,200

81,985

Plains Exploration & Production Co. (a)

1,000

27,870

Progress Energy Resources Corp.

23,200

246,354

QEP Resources, Inc.

10,900

360,027

Rockhopper Exploration PLC (a)

120,800

616,424

Santos Ltd.

31,881

394,151

Southwestern Energy Co. (a)

52,800

1,787,280

Talisman Energy, Inc.

105,000

1,903,569

Tullow Oil PLC

10,100

191,753

Ultra Petroleum Corp. (a)

5,000

205,750

Whiting Petroleum Corp. (a)

1,700

170,748

 

31,372,087

Common Stocks - continued

Shares

Value

OIL, GAS & CONSUMABLE FUELS - CONTINUED

Oil & Gas Refining & Marketing - 0.6%

Frontier Oil Corp.

57,600

$ 763,200

Holly Corp.

37,400

1,224,102

Neste Oil Oyj

3,800

63,027

Reliance Industries Ltd.

24,940

616,818

Sunoco, Inc.

4,200

157,374

 

2,824,521

TOTAL OIL, GAS & CONSUMABLE FUELS

134,173,440

PAPER & FOREST PRODUCTS - 4.1%

Forest Products - 0.6%

China Forestry Holdings Co. Ltd.

988,000

469,065

Duratex SA

7,100

81,801

Sino-Forest Corp. (a)

97,000

1,917,364

 

2,468,230

Paper Products - 3.5%

Domtar Corp.

1,300

103,168

Empresas CMPC SA

1,653

89,214

Fibria Celulose SA sponsored ADR (a)(d)

96,589

1,734,738

International Paper Co.

194,100

4,906,848

MeadWestvaco Corp.

3,400

87,482

Nine Dragons Paper (Holdings) Ltd.

702,000

1,132,075

Nippon Paper Group, Inc.

24,300

616,976

Oji Paper Co. Ltd.

429,000

1,978,916

Sappi Ltd. (a)

61,475

304,696

Stora Enso Oyj (R Shares)

70,400

699,421

Suzano Papel e Celulose SA

46,125

441,945

Svenska Cellulosa AB (SCA) (B Shares)

106,500

1,651,311

UPM-Kymmene Corp.

108,000

1,795,805

 

15,542,595

TOTAL PAPER & FOREST PRODUCTS

18,010,825

REAL ESTATE INVESTMENT TRUSTS - 0.9%

Specialized REITs - 0.9%

Rayonier, Inc.

8,200

428,040

Weyerhaeuser Co.

218,485

3,543,827

 

3,971,867

Common Stocks - continued

Shares

Value

ROAD & RAIL - 0.1%

Railroads - 0.1%

CSX Corp.

8,800

$ 540,760

SPECIALTY RETAIL - 0.3%

Specialty Stores - 0.3%

Tsutsumi Jewelry Co. Ltd.

45,300

1,066,776

TRADING COMPANIES & DISTRIBUTORS - 0.4%

Trading Companies & Distributors - 0.4%

Adani Enterprises Ltd.

6,000

95,357

Kloeckner & Co. AG (a)

15,374

340,135

Mills Estruturas e Servicos de Engenharia SA (a)

20,000

241,359

Noble Group Ltd.

566,090

813,511

 

1,490,362

TRANSPORTATION INFRASTRUCTURE - 0.1%

Highways & Railtracks - 0.1%

Ecorodovias Infraestrutura e Logistica SA (a)

24,100

182,747

TOTAL COMMON STOCKS

(Cost $384,228,881)

433,088,271

Money Market Funds - 2.8%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)

6,054,985

6,054,985

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

6,183,336

6,183,336

TOTAL MONEY MARKET FUNDS

(Cost $12,238,321)

12,238,321

TOTAL INVESTMENT PORTFOLIO - 102.0%

(Cost $396,467,202)

445,326,592

NET OTHER ASSETS (LIABILITIES) - (2.0)%

(8,583,437)

NET ASSETS - 100%

$ 436,743,155

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 10,925

Fidelity Securities Lending Cash Central Fund

89,586

Total

$ 100,511

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Common Stocks

$ 433,088,271

$ 352,259,123

$ 80,829,148

$ -

Money Market Funds

12,238,321

12,238,321

-

-

Total Investments in Securities:

$ 445,326,592

$ 364,497,444

$ 80,829,148

$ -

Other Information - continued

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Investments in Securities:

Beginning Balance

$ 65,806

Total Realized Gain (Loss)

69,126

Total Unrealized Gain (Loss)

(9,563)

Cost of Purchases

55,134

Proceeds of Sales

(180,503)

Amortization/Accretion

-

Transfers in to Level 3

-

Transfers out of Level 3

-

Ending Balance

$ -

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at October 31, 2010

$ -

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Distribution of investments by country of issue, as a percentage of total net assets, is as follows: (Unaudited)

United States of America

32.1%

United Kingdom

18.2%

Canada

16.0%

Brazil

4.2%

Japan

3.0%

Switzerland

2.9%

Australia

2.5%

Russia

2.3%

South Africa

1.9%

Germany

1.7%

Bermuda

1.3%

India

1.1%

Italy

1.1%

Norway

1.1%

France

1.0%

Luxembourg

1.0%

Others (Individually Less Than 1%)

8.6%

 

100.0%

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $6,035,071) - See accompanying schedule:

Unaffiliated issuers (cost $384,228,881)

$ 433,088,271

 

Fidelity Central Funds (cost $12,238,321)

12,238,321

 

Total Investments (cost $396,467,202)

 

$ 445,326,592

Foreign currency held at value (cost $1,064)

1,049

Receivable for investments sold

4,050,412

Receivable for fund shares sold

1,637,236

Dividends receivable

365,521

Distributions receivable from Fidelity Central Funds

3,807

Other receivables

8,763

Total assets

451,393,380

 

 

 

Liabilities

Payable for investments purchased

$ 7,445,387

Payable for fund shares redeemed

520,792

Accrued management fee

247,232

Distribution and service plan fees payable

31,885

Other affiliated payables

96,299

Other payables and accrued expenses

125,294

Collateral on securities loaned, at value

6,183,336

Total liabilities

14,650,225

 

 

 

Net Assets

$ 436,743,155

Net Assets consist of:

 

Paid in capital

$ 387,323,136

Undistributed net investment income

4,074,073

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(3,442,191)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

48,788,137

Net Assets

$ 436,743,155

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share ($60,369,831 ÷ 3,869,054 shares)

$ 15.60

 

 

 

Maximum offering price per share (100/94.25 of $15.60)

$ 16.55

Class T:
Net Asset Value
and redemption price per share ($11,762,486 ÷ 756,241 shares)

$ 15.55

 

 

 

Maximum offering price per share (100/96.50 of $15.55)

$ 16.11

Class B:
Net Asset Value
and offering price per share ($4,348,164 ÷ 281,298 shares)A

$ 15.46

 

 

 

Class C:
Net Asset Value
and offering price per share ($14,337,610 ÷ 927,787 shares)A

$ 15.45

 

 

 

 

 

 

Global Commodity Stock:
Net Asset Value
, offering price and redemption price per share ($310,186,006 ÷ 19,806,577 shares)

$ 15.66

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($35,739,058 ÷ 2,281,918 shares)

$ 15.66

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 6,484,153

Special dividends

 

3,210,012

Interest

 

2

Income from Fidelity Central Funds

 

100,511

Income before foreign taxes withheld

 

9,794,678

Less foreign taxes withheld

 

(414,094)

Total income

 

9,380,584

 

 

 

Expenses

Management fee

$ 2,448,315

Transfer agent fees

859,170

Distribution and service plan fees

299,224

Accounting and security lending fees

179,820

Custodian fees and expenses

137,701

Independent trustees' compensation

1,830

Registration fees

149,234

Audit

52,141

Legal

1,176

Interest

920

Miscellaneous

2,271

Total expenses before reductions

4,131,802

Expense reductions

(41,295)

4,090,507

Net investment income (loss)

5,290,077

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $9,801)

(2,524,423)

Foreign currency transactions

(119,006)

Total net realized gain (loss)

 

(2,643,429)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $72,455)

40,352,125

Assets and liabilities in foreign currencies

4,035

Total change in net unrealized appreciation (depreciation)

 

40,356,160

Net gain (loss)

37,712,731

Net increase (decrease) in net assets resulting from operations

$ 43,002,808

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

  

Year ended
October 31, 2010

For the period
March 25, 2009
(commencement of
operations) to
October 31, 2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 5,290,077

$ 14,516

Net realized gain (loss)

(2,643,429)

1,187,329

Change in net unrealized appreciation (depreciation)

40,356,160

8,431,977

Net increase (decrease) in net assets resulting
from operations

43,002,808

9,633,822

Distributions to shareholders from net investment income

(188,424)

-

Distributions to shareholders from net realized gain

(1,358,291)

-

Total distributions

(1,546,715)

-

Share transactions - net increase (decrease)

198,095,255

187,451,591

Redemption fees

48,090

58,304

Total increase (decrease) in net assets

239,599,438

197,143,717

 

 

 

Net Assets

Beginning of period

197,143,717

-

End of period (including undistributed net investment income of $4,074,073 and undistributed net investment income of $13,431, respectively)

$ 436,743,155

$ 197,143,717

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 13.29

$ 10.00

Income from Investment Operations

 

 

Net investment income (loss) E

  .19 K

  (.01)

Net realized and unrealized gain (loss)

  2.20

  3.29

Total from investment operations

  2.39

  3.28

Distributions from net investment income

  - J

  -

Distributions from net realized gain

  (.08)

  -

Total distributions

  (.08)

  -

Redemption fees added to paid in capital E

  - J

  .01

Net asset value, end of period

$ 15.60

$ 13.29

Total ReturnB,C,D

  18.04%

  32.90%

Ratios to Average Net AssetsF,I

 

 

Expenses before reductions

  1.37%

  1.65% A

Expenses net of fee waivers, if any

  1.37%

  1.50%A

Expenses net of all reductions

  1.36%

  1.48%A

Net investment income (loss)

  1.35% K

  (.15)%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 60,370

$ 15,705

Portfolio turnover rateG

  54%

  25%A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period March 25, 2009 (commencement of operations) to October 31, 2009.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Investment income per share reflects a special dividend which amounted to $.13 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .42%.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,

2010

2009 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 13.27

$ 10.00

Income from Investment Operations

 

 

Net investment income (loss) E

  .16 K

  (.03)

Net realized and unrealized gain (loss)

  2.19

  3.29

Total from investment operations

  2.35

  3.26

Distributions from net realized gain

  (.07)

  -

Redemption fees added to paid in capital E

  - J

  .01

Net asset value, end of period

$ 15.55

$ 13.27

Total Return B,C,D

  17.73%

  32.70%

Ratios to Average Net Assets F,I

 

 

Expenses before reductions

  1.63%

  2.04% A

Expenses net of fee waivers, if any

  1.63%

  1.75% A

Expenses net of all reductions

  1.61%

  1.73% A

Net investment income (loss)

  1.10% K

  (.40)% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 11,762

$ 4,665

Portfolio turnover rate G

  54%

  25% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period March 25, 2009 (commencement of operations) to October 31, 2009.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Investment income per share reflects a special dividend which amounted to $.13 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .17%.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 13.22

$ 10.00

Income from Investment Operations

 

 

Net investment income (loss) E

  .08 K

  (.07)

Net realized and unrealized gain (loss)

  2.20

  3.28

Total from investment operations

  2.28

  3.21

Distributions from net realized gain

  (.04)

  -

Redemption fees added to paid in capital E

  - J

  .01

Net asset value, end of period

$ 15.46

$ 13.22

Total Return B,C,D

  17.23%

  32.20%

Ratios to Average Net Assets F,I

 

 

Expenses before reductions

  2.16%

  2.66% A

Expenses net of fee waivers, if any

  2.16%

  2.25% A

Expenses net of all reductions

  2.15%

  2.23% A

Net investment income (loss)

  .56% K

  (.90)% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 4,348

$ 2,726

Portfolio turnover rate G

  54%

  25% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period March 25, 2009 (commencement of operations) to October 31, 2009.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Investment income per share reflects a special dividend which amounted to $.13 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been (.37)%.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,

2010

2009 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 13.22

$ 10.00

Income from Investment Operations

 

 

Net investment income (loss) E

  .08 K

  (.07)

Net realized and unrealized gain (loss)

  2.19

  3.28

Total from investment operations

  2.27

  3.21

Distributions from net realized gain

  (.04)

  -

Redemption fees added to paid in capital E

  - J

  .01

Net asset value, end of period

$ 15.45

$ 13.22

Total Return B,C,D

  17.21%

  32.20%

Ratios to Average Net Assets F,I

 

 

Expenses before reductions

  2.14%

  2.53% A

Expenses net of fee waivers, if any

  2.14%

  2.25% A

Expenses net of all reductions

  2.13%

  2.23% A

Net investment income (loss)

  .58% K

  (.90)% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 14,338

$ 4,798

Portfolio turnover rate G

  54%

  25% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period March 25, 2009 (commencement of operations) to October 31, 2009.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Investment income per share reflects a special dividend which amounted to $.13 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been (.34)%.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Global Commodity Stock

Years ended October 31,

2010

2009 G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 13.31

$ 10.00

Income from Investment Operations

 

 

Net investment income (loss)D

  .23 J

  .01

Net realized and unrealized gain (loss)

  2.21

  3.29

Total from investment operations

  2.44

  3.30

Distributions from net investment income

  (.01)

  -

Distributions from net realized gain

  (.08)

  -

Total distributions

  (.09)

  -

Redemption fees added to paid in capitalD

  -I

  .01

Net asset value, end of period

$ 15.66

$ 13.31

Total ReturnB,C

  18.38%

  33.10%

Ratios to Average Net AssetsE,H

 

 

Expenses before reductions

  1.10%

  1.42%A

Expenses net of fee waivers, if any

  1.10%

  1.25%A

Expenses net of all reductions

  1.09%

  1.23%A

Net investment income (loss)

  1.62% J

  .10%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 310,186

$ 159,439

Portfolio turnover rateF

  54%

  25%A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period March 25, 2009 (commencement of operations) to October 31, 2009.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

J Investment income per share reflects a special dividend which amounted to $.13 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .69%.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009 G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 13.31

$ 10.00

Income from Investment Operations

 

 

Net investment income (loss) D

  .23 J

  .01

Net realized and unrealized gain (loss)

  2.21

  3.29

Total from investment operations

  2.44

  3.30

Distributions from net investment income

  (.01)

  -

Distributions from net realized gain

  (.08)

  -

Total distributions

  (.09)

  -

Redemption fees added to paid in capital D

  - I

  .01

Net asset value, end of period

$ 15.66

$ 13.31

Total Return B,C

  18.39%

  33.10%

Ratios to Average Net Assets E,H

 

 

Expenses before reductions

  1.09%

  1.36% A

Expenses net of fee waivers, if any

  1.09%

  1.25% A

Expenses net of all reductions

  1.07%

  1.23% A

Net investment income (loss)

  1.64% J

  .10% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 35,739

$ 9,811

Portfolio turnover rate F

  54%

  25% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period March 25, 2009 (commencement of operations) to October 31, 2009.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

J Investment income per share reflects a special dividend which amounted to $.13 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .71%.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Global Commodity Stock Fund (the Fund) is a non-diversified fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Global Commodity Stock, and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Large, non-recurring dividends recognized by the Fund are presented separately on the Statement of Operations as "Special Dividends" and the impact of these dividends is presented in the Financial Highlights.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP. In addition, the fund claimed a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC)and losses deferred due to wash sales.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 61,409,156

Gross unrealized depreciation

(18,023,785)

Net unrealized appreciation (depreciation)

$ 43,385,371

 

 

Tax Cost

$ 401,941,221

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 4,193,998

Undistributed long-term capital gain

$ 1,911,902

Net unrealized appreciation (depreciation)

$ 43,386,573

The tax character of distributions paid was as follows:

 

October 31,
2010

October 31,
2009

Ordinary Income

$ 1,546,715

$ -

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $387,406,917 and $178,635,735, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 100,827

$ 5,669

Class T

.25%

.25%

44,998

3,026

Class B

.75%

.25%

43,683

34,562

Class C

.75%

.25%

109,716

73,600

 

 

 

$ 299,224

$ 116,857

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 71,199

Class T

9,668

Class B*

64,189

Class C*

4,311

 

$ 149,367

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 107,075

.26

Class T

24,116

.27

Class B

13,309

.30

Class C

31,332

.28

Global Commodity Stock

629,234

.24

Institutional Class 

54,104

.23

 

$ 859,170

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $9,718 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average
Daily Loan
Balance

Weighted
Average Interest
Rate

Interest
Expense

Borrower

$ 3,460,667

.46%

$ 666

Annual Report

Notes to Financial Statements - continued

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $774 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $89,586. During the period, there were no securities loaned to FCM.

8. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. The average daily loan balance during the period for which loans were outstanding amounted to $3,318,000. The weighted average interest rate was .69%. The interest expense amounted to $254 under the bank borrowing program. At period end, there were no bank borrowings outstanding.

Annual Report

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $41,295 for the period.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009 A

From net investment income

 

 

Class A

$ 7,432

$ -

Global Commodity Stock

168,019

-

Institutional Class

12,973

-

Total

$ 188,424

$ -

From net realized gain

 

 

Class A

$ 143,058

$ -

Class T

30,137

-

Class B

9,302

-

Class C

20,828

-

Global Commodity Stock

1,078,126

-

Institutional Class

76,840

-

Total

$ 1,358,291

$ -

A For the period March 25, 2009 (commencement of operations) to October 31, 2009.

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009 A

2010

2009 A

Class A

 

 

 

 

Shares sold

3,636,511

1,217,436

$ 52,113,230

$ 15,536,230

Reinvestment of distributions

8,310

-

119,911

-

Shares redeemed

(957,806)

(35,397)

(13,354,681)

(440,651)

Net increase (decrease)

2,687,015

1,182,039

$ 38,878,460

$ 15,095,579

Class T

 

 

 

 

Shares sold

635,625

352,496

$ 9,055,849

$ 4,355,249

Reinvestment of distributions

2,006

-

28,921

-

Shares redeemed

(233,090)

(796)

(3,190,490)

(10,905)

Net increase (decrease)

404,541

351,700

$ 5,894,280

$ 4,344,344

Annual Report

Notes to Financial Statements - continued

11. Share Transactions - continued

Transactions for each class of shares were as follows: - continued

 

Shares

Dollars

Years ended October 31,

2010

2009 A

2010

2009 A

Class B

 

 

 

 

Shares sold

275,613

209,917

$ 3,943,173

$ 2,460,093

Reinvestment of distributions

543

-

7,824

-

Shares redeemed

(200,985)

(3,790)

(2,763,660)

(51,192)

Net increase (decrease)

75,171

206,127

$ 1,187,337

$ 2,408,901

Class C

 

 

 

 

Shares sold

869,321

368,806

$ 12,506,411

$ 4,531,477

Reinvestment of distributions

1,339

-

19,266

-

Shares redeemed

(305,685)

(5,994)

(4,197,936)

(81,571)

Net increase (decrease)

564,975

362,812

$ 8,327,741

$ 4,449,906

Global Commodity Stock

 

 

 

 

Shares sold

19,122,952

14,544,887

$ 278,892,729

$ 183,653,183

Reinvestment of distributions

81,765

-

1,181,498

-

Shares redeemed

(11,379,620)

(2,563,407)

(158,960,668)

(31,996,439)

Net increase (decrease)

7,825,097

11,981,480

$ 121,113,559

$ 151,656,744

Institutional Class

 

 

 

 

Shares sold

1,969,025

773,649

$ 28,672,948

$ 9,932,033

Reinvestment of distributions

2,588

-

37,397

-

Shares redeemed

(426,975)

(36,369)

(6,016,467)

(435,916)

Net increase (decrease)

1,544,638

737,280

$ 22,693,878

$ 9,496,117

A For the period March 25, 2009 (commencement of operations) to October 31, 2009.

12. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity Global Commodity Stock Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Global Commodity Stock Fund (a fund of Fidelity Investment Trust) at October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the periods indicated and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Global Commodity Stock Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts
December 17, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Annual Report

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

Trustees and Officers - continued

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Annual Report

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Christopher S. Bartel (38)

 

Year of Election or Appointment: 2009

Vice President of Fidelity's Sector and Real Estate Equity Funds. Mr. Bartel also serves as Senior Vice President of Equity Research (2009-present). Previously, Mr. Bartel served as Managing Director of Research (2006-2009) and an analyst and portfolio manager (2000-2006).

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Global Commodity Stock Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Class A

12/13/10

12/10/10

$0.11

$0.062

Class T

12/13/10

12/10/10

$0.073

$0.062

Class B

12/13/10

12/10/10

$0.00

$0.062

Class C

12/13/10

12/10/10

$0.026

$0.062

The fund hereby designates as a capital gain dividend with respect to the taxable year ended October 31, 2010, $1,911,902, or, if subsequently determined to be different, the net capital gain of such year.

Class A, T, B, and C designate 12%, 15%, 28%, and 23% of the dividends distributed, respectively during the fiscal year as qualifying for the dividends-received deduction for corporate shareholders.

Class A, T, B and C designate 62%, 75%, 100%, and 100% of the dividends distributed, respectively during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Class A

12/14/09

$0.007

$0.0027

Class T

12/14/09

$0.006

$0.0027

Class B

12/14/09

$0.003

$0.0027

Class C

12/14/09

$0.004

$0.0027

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Global Commodity Stock Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board noted that it is not possible to evaluate performance in any comprehensive fashion because the fund had been in operation for less than one calendar year. Once the fund has been in operation for at least one calendar year, the Board will review the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against a broad-based securities market index and, if a meaningful peer group exists, a peer group of mutual funds.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the period of the fund's operations shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 29% means that 71% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Fidelity Global Commodity Stock Fund

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Annual Report

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for the period.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of the retail class ranked below its competitive median for the period and the total expenses of each of Class A, Class T, Class B, Class C, and Institutional Class ranked above its competitive median for the period. The Board considered that total expenses for Class T were above median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable, although in some cases above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

Annual Report

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors (U.K.) Limited

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

State Street Bank and Trust Company
Quincy, MA

AGCS-UANN-1210
1.879395.101

cjc217

(Fidelity Investment logo)(registered trademark)
Fidelity AdvisorSM
Global Commodity Stock
Fund - Institutional Class

Annual Report

October 31, 2010

Institutional Class is a
class of Fidelity® Global
Commodity Stock Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable .

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Life of
fund
A

  Institutional Class

18.39%

32.80%

A From March 25, 2009.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity AdvisorSM Global Commodity Stock Fund - Institutional Class on March 25, 2009, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI® ACWI® (All Country World Index) Index performed over the same period.

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Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from S. Joseph Wickwire II, Portfolio Manager of Fidelity AdvisorSM Global Commodity Stock Fund: During the year, the fund's Institutional Class shares returned 18.39%, versus 17.46% for the MSCI ACWI (All Country World Index) Commodity Producers Sector Capped Index and 14.47% for the MSCI ACWI (All Country World Index) Index. Versus the capped index, performance was aided by stock selection and an overweighting in gold, as well as an underweighting and favorable picks in integrated oil/gas. Geographically, security selection in the U.S. and U.K. added value. Notable contributors included Randgold Resources, a U.K.-based company with most of its assets in West Africa. Out-of-index positions in Lihir Gold, headquartered in Papua New Guinea, and Australia's Centennial Coal also helped, as did fertilizer maker Mosaic. Lihir and Centennial were acquired during the period. Conversely, stock selection in oil and gas exploration/production and in agricultural products was mildly negative, while underweighting Canada and Chile dampened the fund's gain a bit. Our small cash position also was a slight detractor. Underweighted exposure to Potash Corp. of Saskatchewan and strong-performing metals miner Rio Tinto - an index component - hampered the fund's results. Out-of-benchmark positions in Duoyuan Global Water, one of the top water plays in China, and OPTI Canada, a small Canadian oil producer, also detracted.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Annual Report

Shareholder Expense Example - continued

 

Annualized
Expense
Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to
October 31, 2010

Class A

1.35%

 

 

 

Actual

 

$ 1,000.00

$ 1,065.60

$ 7.03

HypotheticalA

 

$ 1,000.00

$ 1,018.40

$ 6.87

Class T

1.59%

 

 

 

Actual

 

$ 1,000.00

$ 1,064.30

$ 8.27

HypotheticalA

 

$ 1,000.00

$ 1,017.19

$ 8.08

Class B

2.11%

 

 

 

Actual

 

$ 1,000.00

$ 1,061.80

$ 10.97

HypotheticalA

 

$ 1,000.00

$ 1,014.57

$ 10.71

Class C

2.11%

 

 

 

Actual

 

$ 1,000.00

$ 1,061.10

$ 10.96

HypotheticalA

 

$ 1,000.00

$ 1,014.57

$ 10.71

Global Commodity Stock

1.05%

 

 

 

Actual

 

$ 1,000.00

$ 1,066.80

$ 5.47

HypotheticalA

 

$ 1,000.00

$ 1,019.91

$ 5.35

Institutional Class

1.05%

 

 

 

Actual

 

$ 1,000.00

$ 1,066.80

$ 5.47

HypotheticalA

 

$ 1,000.00

$ 1,019.91

$ 5.35

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

BHP Billiton PLC

5.5

4.5

Exxon Mobil Corp.

4.8

4.7

Potash Corp. of Saskatchewan, Inc.

4.1

2.2

Monsanto Co.

2.9

3.8

Rio Tinto PLC

2.9

2.3

Royal Dutch Shell PLC Class A (United Kingdom)

2.8

2.6

Syngenta AG (Switzerland)

2.6

2.7

Chevron Corp.

2.3

2.5

Vale SA (PN-A) sponsored ADR

2.1

2.1

Archer Daniels Midland Co.

2.1

1.9

 

32.1

Top Sectors (% of fund's net assets)

As of October 31, 2010

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Agriculture 26.2%

 

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Energy 32.8%

 

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Metals 34.6%

 

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All Others* 6.4%

 

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As of April 30, 2010

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Agriculture 27.3%

 

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Energy 35.6%

 

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Metals 31.6%

 

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All Others* 5.5%

 

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* Includes short-term investments and net other assets.

Annual Report

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 99.2%

Shares

Value

CHEMICALS - 18.5%

Commodity Chemicals - 0.0%

Grasim Industries Ltd.

3,318

$ 174,452

Diversified Chemicals - 0.4%

Dow Chemical Co.

52,600

1,621,658

Fertilizers & Agricultural Chemicals - 17.9%

Agrium, Inc.

62,300

5,511,037

CF Industries Holdings, Inc.

35,072

4,297,372

China BlueChemical Ltd. (H shares)

770,000

608,947

Fertilizantes Fosfatados SA (PN) (a)

7,600

85,998

Fertilizantes Heringer SA (a)

67,300

376,614

Incitec Pivot Ltd.

663,200

2,416,898

Israel Chemicals Ltd.

213,700

3,268,699

Israel Corp. Ltd. (Class A) (a)

100

107,290

K&S AG

59,707

4,154,796

Makhteshim-Agan Industries

45,000

226,176

Monsanto Co.

210,100

12,484,142

Nufarm Ltd. (d)

205,300

915,106

Potash Corp. of Saskatchewan, Inc.

122,400

17,701,735

Sinofert Holdings Ltd. (a)

1,632,000

863,241

Sociedad Quimica y Minera de Chile SA (PN-B) sponsored ADR

5,400

279,720

Syngenta AG (Switzerland)

41,272

11,424,180

Taiwan Fertilizer Co. Ltd.

448,000

1,529,685

The Mosaic Co.

65,200

4,770,032

United Phosphorous Ltd.

314,732

1,415,140

Uralkali JSC GDR (Reg. S)

62,100

1,536,975

Yara International ASA

80,600

4,236,820

 

78,210,603

Specialty Chemicals - 0.2%

Innophos Holdings, Inc.

24,000

881,280

Johnson Matthey PLC

2,900

88,929

 

970,209

TOTAL CHEMICALS

80,976,922

CONSTRUCTION & ENGINEERING - 0.7%

Construction & Engineering - 0.7%

Fluor Corp.

32,300

1,556,537

Foster Wheeler AG (a)

3,500

81,970

Granite Construction, Inc.

11,800

285,324

Common Stocks - continued

Shares

Value

CONSTRUCTION & ENGINEERING - CONTINUED

Construction & Engineering - continued

Jacobs Engineering Group, Inc. (a)

29,600

$ 1,142,856

KBR, Inc.

2,383

60,528

 

3,127,215

CONSTRUCTION MATERIALS - 0.5%

Construction Materials - 0.5%

HeidelbergCement AG

39,612

2,071,614

Martin Marietta Materials, Inc.

1,100

88,528

 

2,160,142

CONTAINERS & PACKAGING - 0.3%

Paper Packaging - 0.3%

Rock-Tenn Co. Class A

21,900

1,245,015

ELECTRICAL EQUIPMENT - 0.1%

Electrical Components & Equipment - 0.1%

Regal-Beloit Corp.

9,202

531,047

ENERGY EQUIPMENT & SERVICES - 2.1%

Oil & Gas Drilling - 0.7%

Ensco International Ltd. ADR

16,600

769,244

Noble Corp.

28,500

984,105

Transocean Ltd. (a)

7,000

443,520

Trinidad Drilling Ltd.

28,600

143,014

Vantage Drilling Co. (a)

334,200

574,824

 

2,914,707

Oil & Gas Equipment & Services - 1.4%

Aker Solutions ASA

19,200

292,294

Baker Hughes, Inc.

17,480

809,848

Fugro NV (Certificaten Van Aandelen) unit

1,100

77,800

Halliburton Co.

48,400

1,542,024

ION Geophysical Corp. (a)

300,700

1,470,423

National Oilwell Varco, Inc.

1,400

75,264

Saipem SpA

27,278

1,211,934

Schlumberger Ltd.

6,500

454,285

Technip SA

800

67,224

Wellstream Holdings PLC

31,400

372,276

 

6,373,372

TOTAL ENERGY EQUIPMENT & SERVICES

9,288,079

Common Stocks - continued

Shares

Value

FOOD PRODUCTS - 4.7%

Agricultural Products - 4.2%

Archer Daniels Midland Co.

273,800

$ 9,123,016

Bunge Ltd.

25,800

1,549,806

Chaoda Modern Agriculture (Holdings) Ltd.

594,000

484,319

China Agri-Industries Holding Ltd.

1,150,000

1,673,537

China Green (Holdings) Ltd.

300,000

307,692

Golden Agri-Resources Ltd.

2,306,000

1,158,078

IOI Corp. Bhd

223,606

418,318

Kuala Lumpur Kepong Bhd

27,000

171,842

Origin Agritech Ltd. (a)

40,410

351,971

PPB Group Bhd

124,300

767,136

Viterra, Inc. (a)

18,300

175,302

Wilmar International Ltd.

483,000

2,388,318

 

18,569,335

Packaged Foods & Meats - 0.5%

China Yurun Food Group Ltd.

71,000

276,168

Cosan Ltd. Class A

63,100

829,765

MHP SA GDR (Reg. S) (a)

51,400

812,120

Tingyi (Cayman Islands) Holding Corp.

32,000

87,109

 

2,005,162

TOTAL FOOD PRODUCTS

20,574,497

INDUSTRIAL CONGLOMERATES - 0.2%

Industrial Conglomerates - 0.2%

Keppel Corp. Ltd.

110,000

848,180

MACHINERY - 0.9%

Construction & Farm Machinery & Heavy Trucks - 0.8%

Bucyrus International, Inc. Class A

5,300

361,248

Caterpillar, Inc.

1,100

86,460

Cummins, Inc.

10,700

942,670

Deere & Co.

1,100

84,480

Jain Irrigation Systems Ltd.

162,100

848,442

Komatsu Ltd.

32,000

782,126

PT United Tractors Tbk

62,500

155,245

Weichai Power Co. Ltd. (H Shares)

9,000

118,200

 

3,378,871

Common Stocks - continued

Shares

Value

MACHINERY - CONTINUED

Industrial Machinery - 0.1%

Duoyuan Global Water, Inc. ADR (a)(d)

46,000

$ 575,460

TOTAL MACHINERY

3,954,331

METALS & MINING - 34.6%

Aluminum - 0.4%

Alcoa, Inc.

119,200

1,565,096

Diversified Metals & Mining - 15.6%

African Rainbow Minerals Ltd.

42,400

1,081,692

Anglo American PLC (United Kingdom)

166,151

7,741,062

Antofagasta PLC

17,500

370,657

BHP Billiton PLC

683,416

24,206,989

Eramet SA

222

76,932

Eurasian Natural Resources Corp. PLC

46,500

648,522

First Quantum Minerals Ltd.

13,800

1,208,430

Freeport-McMoRan Copper & Gold, Inc.

49,300

4,667,724

Grupo Mexico SA de CV Series B

92,082

302,777

HudBay Minerals, Inc.

12,200

192,588

Ivanhoe Australia Ltd. (a)

50,000

155,764

Ivanhoe Mines Ltd. (a)

11,000

263,379

Jiangxi Copper Co. Ltd. (H Shares)

40,000

111,466

Kazakhmys PLC

75,400

1,589,756

Mitsubishi Materials Corp. (a)

119,000

372,528

Mongolian Mining Corp.

442,000

478,423

OJSC MMC Norilsk Nickel sponsored ADR

102,500

1,911,625

Rio Tinto PLC

191,987

12,468,050

Southern Copper Corp.

2,100

89,880

Sterlite Industries (India) Ltd.

173,488

665,507

Sumitomo Metal Mining Co. Ltd.

42,000

668,359

Teck Resources Ltd. Class B (sub. vtg.)

57,700

2,579,782

Vedanta Resources PLC

11,800

392,286

Walter Energy, Inc.

12,900

1,134,684

Xstrata PLC

245,891

4,764,877

 

68,143,739

Gold - 9.0%

Agnico-Eagle Mines Ltd.:

(Canada)

27,500

2,132,807

(United States)

100

7,759

AngloGold Ashanti Ltd. sponsored ADR

78,800

3,712,268

Barrick Gold Corp.

149,600

7,204,973

Common Stocks - continued

Shares

Value

METALS & MINING - CONTINUED

Gold - continued

Eldorado Gold Corp.

28,000

$ 474,125

Franco-Nevada Corp.

9,800

338,037

Gold Fields Ltd. sponsored ADR

75,300

1,187,481

Goldcorp, Inc.

154,500

6,898,647

Harmony Gold Mining Co. Ltd. sponsored ADR

39,100

451,214

IAMGOLD Corp.

71,100

1,297,354

Kinross Gold Corp.

180,205

3,242,241

Kinross Gold Corp. warrants 9/17/14 (a)

2,772

11,388

Newcrest Mining Ltd.

118,138

4,624,726

Newmont Mining Corp.

59,600

3,627,852

Polyus Gold OJSC sponsored ADR

11,000

328,900

Randgold Resources Ltd. sponsored ADR

27,000

2,535,840

Royal Gold, Inc.

3,000

148,530

Yamana Gold, Inc.

99,700

1,096,808

Zijin Mining Group Co. Ltd. (H Shares)

92,000

86,763

 

39,407,713

Precious Metals & Minerals - 1.2%

Anglo Platinum Ltd. (a)

5,800

573,786

Aquarius Platinum Ltd. (United Kingdom)

104,000

600,345

Compania de Minas Buenaventura SA sponsored ADR

5,700

302,328

Impala Platinum Holdings Ltd.

48,900

1,382,174

Lonmin PLC (a)

4,922

137,922

Northam Platinum Ltd.

20,900

144,554

Pan American Silver Corp.

11,100

354,312

Polymetal JSC GDR (Reg. S) (a)

15,700

248,060

Silver Standard Resources, Inc. (a)

16,000

388,480

Silver Wheaton Corp. (a)

31,400

902,685

 

5,034,646

Steel - 8.4%

Allegheny Technologies, Inc.

1,400

73,766

ArcelorMittal SA Class A unit (d)

108,200

3,503,516

Atlas Iron Ltd. (a)

36,000

88,521

BlueScope Steel Ltd.

491,649

960,880

Carpenter Technology Corp.

30,300

1,080,498

China Steel Corp.

33,819

34,311

Cliffs Natural Resources, Inc.

3,400

221,680

Commercial Metals Co.

54,000

749,520

Companhia Siderurgica Nacional SA (CSN)

9,900

164,399

Gerdau SA sponsored ADR (d)

31,300

408,152

JFE Holdings, Inc.

74,200

2,313,892

Common Stocks - continued

Shares

Value

METALS & MINING - CONTINUED

Steel - continued

Jindal Steel & Power Ltd.

57,871

$ 910,726

JSW Steel Ltd.

11,131

336,994

Kobe Steel Ltd.

231,000

507,684

Maanshan Iron & Steel Co. Ltd. (H Shares)

1,136,000

650,713

Magnitogorsk Iron & Steel Works OJSC unit (a)

6,500

81,250

Maruichi Steel Tube Ltd.

13,000

257,351

Mechel Steel Group OAO sponsored ADR

16,000

376,800

Nippon Steel Corp.

570,000

1,791,580

Novolipetsk Steel Ojsc

4,500

154,035

Nucor Corp.

27,700

1,058,694

OneSteel Ltd.

142,793

377,695

POSCO

8,607

3,554,719

Reliance Steel & Aluminum Co.

33,200

1,389,420

Salzgitter AG

3,225

231,506

Sumitomo Metal Industries Ltd.

578,000

1,341,528

Tata Steel Ltd.

24,147

321,088

Ternium SA sponsored ADR

4,600

157,688

Thyssenkrupp AG

10,000

367,899

Tokyo Steel Manufacturing Co. Ltd.

9,500

94,209

United States Steel Corp. (d)

28,400

1,215,236

Vale SA (PN-A) sponsored ADR

326,000

9,365,980

Voestalpine AG

29,400

1,165,282

Yamato Kogyo Co. Ltd.

58,000

1,487,660

 

36,794,872

TOTAL METALS & MINING

150,946,066

OIL, GAS & CONSUMABLE FUELS - 30.7%

Coal & Consumable Fuels - 1.6%

Alpha Natural Resources, Inc. (a)

41,505

1,874,781

Arch Coal, Inc.

24,000

590,160

Banpu PCL (For. Reg.)

7,700

199,058

China Coal Energy Co. Ltd. (H Shares)

146,000

252,398

China Shenhua Energy Co. Ltd. (H Shares)

72,500

322,690

Cloud Peak Energy, Inc.

22,100

383,877

CONSOL Energy, Inc.

15,900

584,484

Massey Energy Co.

42,600

1,792,182

Paladin Energy Ltd. (a)

21,511

86,400

Peabody Energy Corp.

14,800

782,920

Common Stocks - continued

Shares

Value

OIL, GAS & CONSUMABLE FUELS - CONTINUED

Coal & Consumable Fuels - continued

PT Bumi Resources Tbk

684,000

$ 170,282

Uranium One, Inc. (a)

22,400

91,585

 

7,130,817

Integrated Oil & Gas - 21.3%

BG Group PLC

222,057

4,324,368

BP PLC

1,159,800

7,882,370

Cenovus Energy, Inc.

4,500

125,218

Chevron Corp.

122,300

10,103,203

China Petroleum & Chemical Corp. (H Shares)

597,000

568,024

ConocoPhillips

22,000

1,306,800

Ecopetrol SA ADR

2,000

95,480

ENI SpA

156,727

3,528,187

Exxon Mobil Corp.

312,361

20,762,636

Hess Corp.

8,100

510,543

Imperial Oil Ltd.

11,600

446,075

InterOil Corp. (a)(d)

6,800

484,024

Lukoil Oil Co. sponsored ADR

29,000

1,619,650

Marathon Oil Corp.

116,800

4,154,576

Murphy Oil Corp.

14,200

925,272

OAO Gazprom sponsored ADR

121,300

2,650,405

Occidental Petroleum Corp.

63,100

4,961,553

Origin Energy Ltd.

55,019

859,156

Petroleo Brasileiro SA - Petrobras (PN) sponsored ADR (non-vtg.)

173,000

5,395,870

Repsol YPF SA

53,241

1,476,022

Royal Dutch Shell PLC Class A (United Kingdom)

379,950

12,333,010

StatoilHydro ASA

3,900

85,144

Suncor Energy, Inc.

118,232

3,788,432

Surgutneftegaz JSC sponsored ADR

3,930

38,082

Total SA

81,255

4,421,915

 

92,846,015

Oil & Gas Exploration & Production - 7.2%

Alange Energy Corp. (a)

190,000

137,857

Anadarko Petroleum Corp.

39,400

2,425,858

Apache Corp.

21,600

2,182,032

Berry Petroleum Co. Class A

36,300

1,241,823

Cairn Energy PLC (a)

44,204

273,300

Canadian Natural Resources Ltd.

83,800

3,050,783

Chesapeake Energy Corp.

31,100

674,870

Cimarex Energy Co.

6,800

521,900

Common Stocks - continued

Shares

Value

OIL, GAS & CONSUMABLE FUELS - CONTINUED

Oil & Gas Exploration & Production - continued

CNOOC Ltd. sponsored ADR

8,200

$ 1,713,144

CNPC (Hong Kong) Ltd.

50,000

63,603

Concho Resources, Inc. (a)

1,200

82,404

Denbury Resources, Inc. (a)

51,400

874,828

Devon Energy Corp.

13,800

897,276

EnCana Corp.

5,200

146,889

EOG Resources, Inc.

13,600

1,301,792

Falkland Oil & Gas Ltd. (a)(d)

216,700

355,866

Gran Tierra Energy, Inc. (a)

7,200

53,652

Heritage Oil PLC

75,500

416,715

Japan Petroleum Exploration Co. Ltd.

4,800

183,422

Lundin Petroleum AB (a)

30,000

283,764

Mariner Energy, Inc. (a)

19,800

493,416

Newfield Exploration Co. (a)

1,400

83,468

Nexen, Inc.

8,300

176,596

Niko Resources Ltd.

11,200

1,068,497

Noble Energy, Inc.

9,800

798,504

Northern Oil & Gas, Inc. (a)

47,600

936,768

OAO NOVATEK GDR

7,600

726,940

OGX Petroleo e Gas Participacoes SA (a)

5,900

77,409

Oil & Natural Gas Corp. Ltd.

5,222

153,632

OPTI Canada, Inc. (a)

1,496,600

1,027,179

Pacific Rubiales Energy Corp. (a)

6,300

200,817

Painted Pony Petroleum Ltd. Class A (a)

27,400

188,595

PetroBakken Energy Ltd. Class A

7,348

162,248

Petrobank Energy & Resources Ltd. (a)

42,100

1,675,497

Petrohawk Energy Corp. (a)

43,200

734,832

Petrominerales Ltd.

3,200

81,985

Plains Exploration & Production Co. (a)

1,000

27,870

Progress Energy Resources Corp.

23,200

246,354

QEP Resources, Inc.

10,900

360,027

Rockhopper Exploration PLC (a)

120,800

616,424

Santos Ltd.

31,881

394,151

Southwestern Energy Co. (a)

52,800

1,787,280

Talisman Energy, Inc.

105,000

1,903,569

Tullow Oil PLC

10,100

191,753

Ultra Petroleum Corp. (a)

5,000

205,750

Whiting Petroleum Corp. (a)

1,700

170,748

 

31,372,087

Common Stocks - continued

Shares

Value

OIL, GAS & CONSUMABLE FUELS - CONTINUED

Oil & Gas Refining & Marketing - 0.6%

Frontier Oil Corp.

57,600

$ 763,200

Holly Corp.

37,400

1,224,102

Neste Oil Oyj

3,800

63,027

Reliance Industries Ltd.

24,940

616,818

Sunoco, Inc.

4,200

157,374

 

2,824,521

TOTAL OIL, GAS & CONSUMABLE FUELS

134,173,440

PAPER & FOREST PRODUCTS - 4.1%

Forest Products - 0.6%

China Forestry Holdings Co. Ltd.

988,000

469,065

Duratex SA

7,100

81,801

Sino-Forest Corp. (a)

97,000

1,917,364

 

2,468,230

Paper Products - 3.5%

Domtar Corp.

1,300

103,168

Empresas CMPC SA

1,653

89,214

Fibria Celulose SA sponsored ADR (a)(d)

96,589

1,734,738

International Paper Co.

194,100

4,906,848

MeadWestvaco Corp.

3,400

87,482

Nine Dragons Paper (Holdings) Ltd.

702,000

1,132,075

Nippon Paper Group, Inc.

24,300

616,976

Oji Paper Co. Ltd.

429,000

1,978,916

Sappi Ltd. (a)

61,475

304,696

Stora Enso Oyj (R Shares)

70,400

699,421

Suzano Papel e Celulose SA

46,125

441,945

Svenska Cellulosa AB (SCA) (B Shares)

106,500

1,651,311

UPM-Kymmene Corp.

108,000

1,795,805

 

15,542,595

TOTAL PAPER & FOREST PRODUCTS

18,010,825

REAL ESTATE INVESTMENT TRUSTS - 0.9%

Specialized REITs - 0.9%

Rayonier, Inc.

8,200

428,040

Weyerhaeuser Co.

218,485

3,543,827

 

3,971,867

Common Stocks - continued

Shares

Value

ROAD & RAIL - 0.1%

Railroads - 0.1%

CSX Corp.

8,800

$ 540,760

SPECIALTY RETAIL - 0.3%

Specialty Stores - 0.3%

Tsutsumi Jewelry Co. Ltd.

45,300

1,066,776

TRADING COMPANIES & DISTRIBUTORS - 0.4%

Trading Companies & Distributors - 0.4%

Adani Enterprises Ltd.

6,000

95,357

Kloeckner & Co. AG (a)

15,374

340,135

Mills Estruturas e Servicos de Engenharia SA (a)

20,000

241,359

Noble Group Ltd.

566,090

813,511

 

1,490,362

TRANSPORTATION INFRASTRUCTURE - 0.1%

Highways & Railtracks - 0.1%

Ecorodovias Infraestrutura e Logistica SA (a)

24,100

182,747

TOTAL COMMON STOCKS

(Cost $384,228,881)

433,088,271

Money Market Funds - 2.8%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)

6,054,985

6,054,985

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

6,183,336

6,183,336

TOTAL MONEY MARKET FUNDS

(Cost $12,238,321)

12,238,321

TOTAL INVESTMENT PORTFOLIO - 102.0%

(Cost $396,467,202)

445,326,592

NET OTHER ASSETS (LIABILITIES) - (2.0)%

(8,583,437)

NET ASSETS - 100%

$ 436,743,155

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 10,925

Fidelity Securities Lending Cash Central Fund

89,586

Total

$ 100,511

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Common Stocks

$ 433,088,271

$ 352,259,123

$ 80,829,148

$ -

Money Market Funds

12,238,321

12,238,321

-

-

Total Investments in Securities:

$ 445,326,592

$ 364,497,444

$ 80,829,148

$ -

Other Information - continued

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Investments in Securities:

Beginning Balance

$ 65,806

Total Realized Gain (Loss)

69,126

Total Unrealized Gain (Loss)

(9,563)

Cost of Purchases

55,134

Proceeds of Sales

(180,503)

Amortization/Accretion

-

Transfers in to Level 3

-

Transfers out of Level 3

-

Ending Balance

$ -

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at October 31, 2010

$ -

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Distribution of investments by country of issue, as a percentage of total net assets, is as follows: (Unaudited)

United States of America

32.1%

United Kingdom

18.2%

Canada

16.0%

Brazil

4.2%

Japan

3.0%

Switzerland

2.9%

Australia

2.5%

Russia

2.3%

South Africa

1.9%

Germany

1.7%

Bermuda

1.3%

India

1.1%

Italy

1.1%

Norway

1.1%

France

1.0%

Luxembourg

1.0%

Others (Individually Less Than 1%)

8.6%

 

100.0%

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $6,035,071) - See accompanying schedule:

Unaffiliated issuers (cost $384,228,881)

$ 433,088,271

 

Fidelity Central Funds (cost $12,238,321)

12,238,321

 

Total Investments (cost $396,467,202)

 

$ 445,326,592

Foreign currency held at value (cost $1,064)

1,049

Receivable for investments sold

4,050,412

Receivable for fund shares sold

1,637,236

Dividends receivable

365,521

Distributions receivable from Fidelity Central Funds

3,807

Other receivables

8,763

Total assets

451,393,380

 

 

 

Liabilities

Payable for investments purchased

$ 7,445,387

Payable for fund shares redeemed

520,792

Accrued management fee

247,232

Distribution and service plan fees payable

31,885

Other affiliated payables

96,299

Other payables and accrued expenses

125,294

Collateral on securities loaned, at value

6,183,336

Total liabilities

14,650,225

 

 

 

Net Assets

$ 436,743,155

Net Assets consist of:

 

Paid in capital

$ 387,323,136

Undistributed net investment income

4,074,073

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(3,442,191)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

48,788,137

Net Assets

$ 436,743,155

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share ($60,369,831 ÷ 3,869,054 shares)

$ 15.60

 

 

 

Maximum offering price per share (100/94.25 of $15.60)

$ 16.55

Class T:
Net Asset Value
and redemption price per share ($11,762,486 ÷ 756,241 shares)

$ 15.55

 

 

 

Maximum offering price per share (100/96.50 of $15.55)

$ 16.11

Class B:
Net Asset Value
and offering price per share ($4,348,164 ÷ 281,298 shares)A

$ 15.46

 

 

 

Class C:
Net Asset Value
and offering price per share ($14,337,610 ÷ 927,787 shares)A

$ 15.45

 

 

 

 

 

 

Global Commodity Stock:
Net Asset Value
, offering price and redemption price per share ($310,186,006 ÷ 19,806,577 shares)

$ 15.66

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($35,739,058 ÷ 2,281,918 shares)

$ 15.66

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 6,484,153

Special dividends

 

3,210,012

Interest

 

2

Income from Fidelity Central Funds

 

100,511

Income before foreign taxes withheld

 

9,794,678

Less foreign taxes withheld

 

(414,094)

Total income

 

9,380,584

 

 

 

Expenses

Management fee

$ 2,448,315

Transfer agent fees

859,170

Distribution and service plan fees

299,224

Accounting and security lending fees

179,820

Custodian fees and expenses

137,701

Independent trustees' compensation

1,830

Registration fees

149,234

Audit

52,141

Legal

1,176

Interest

920

Miscellaneous

2,271

Total expenses before reductions

4,131,802

Expense reductions

(41,295)

4,090,507

Net investment income (loss)

5,290,077

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $9,801)

(2,524,423)

Foreign currency transactions

(119,006)

Total net realized gain (loss)

 

(2,643,429)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $72,455)

40,352,125

Assets and liabilities in foreign currencies

4,035

Total change in net unrealized appreciation (depreciation)

 

40,356,160

Net gain (loss)

37,712,731

Net increase (decrease) in net assets resulting from operations

$ 43,002,808

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

  

Year ended
October 31, 2010

For the period
March 25, 2009
(commencement of
operations) to
October 31, 2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 5,290,077

$ 14,516

Net realized gain (loss)

(2,643,429)

1,187,329

Change in net unrealized appreciation (depreciation)

40,356,160

8,431,977

Net increase (decrease) in net assets resulting
from operations

43,002,808

9,633,822

Distributions to shareholders from net investment income

(188,424)

-

Distributions to shareholders from net realized gain

(1,358,291)

-

Total distributions

(1,546,715)

-

Share transactions - net increase (decrease)

198,095,255

187,451,591

Redemption fees

48,090

58,304

Total increase (decrease) in net assets

239,599,438

197,143,717

 

 

 

Net Assets

Beginning of period

197,143,717

-

End of period (including undistributed net investment income of $4,074,073 and undistributed net investment income of $13,431, respectively)

$ 436,743,155

$ 197,143,717

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 13.29

$ 10.00

Income from Investment Operations

 

 

Net investment income (loss) E

  .19 K

  (.01)

Net realized and unrealized gain (loss)

  2.20

  3.29

Total from investment operations

  2.39

  3.28

Distributions from net investment income

  - J

  -

Distributions from net realized gain

  (.08)

  -

Total distributions

  (.08)

  -

Redemption fees added to paid in capital E

  - J

  .01

Net asset value, end of period

$ 15.60

$ 13.29

Total ReturnB,C,D

  18.04%

  32.90%

Ratios to Average Net AssetsF,I

 

 

Expenses before reductions

  1.37%

  1.65% A

Expenses net of fee waivers, if any

  1.37%

  1.50%A

Expenses net of all reductions

  1.36%

  1.48%A

Net investment income (loss)

  1.35% K

  (.15)%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 60,370

$ 15,705

Portfolio turnover rateG

  54%

  25%A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period March 25, 2009 (commencement of operations) to October 31, 2009.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Investment income per share reflects a special dividend which amounted to $.13 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .42%.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,

2010

2009 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 13.27

$ 10.00

Income from Investment Operations

 

 

Net investment income (loss) E

  .16 K

  (.03)

Net realized and unrealized gain (loss)

  2.19

  3.29

Total from investment operations

  2.35

  3.26

Distributions from net realized gain

  (.07)

  -

Redemption fees added to paid in capital E

  - J

  .01

Net asset value, end of period

$ 15.55

$ 13.27

Total Return B,C,D

  17.73%

  32.70%

Ratios to Average Net Assets F,I

 

 

Expenses before reductions

  1.63%

  2.04% A

Expenses net of fee waivers, if any

  1.63%

  1.75% A

Expenses net of all reductions

  1.61%

  1.73% A

Net investment income (loss)

  1.10% K

  (.40)% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 11,762

$ 4,665

Portfolio turnover rate G

  54%

  25% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period March 25, 2009 (commencement of operations) to October 31, 2009.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Investment income per share reflects a special dividend which amounted to $.13 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .17%.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 13.22

$ 10.00

Income from Investment Operations

 

 

Net investment income (loss) E

  .08 K

  (.07)

Net realized and unrealized gain (loss)

  2.20

  3.28

Total from investment operations

  2.28

  3.21

Distributions from net realized gain

  (.04)

  -

Redemption fees added to paid in capital E

  - J

  .01

Net asset value, end of period

$ 15.46

$ 13.22

Total Return B,C,D

  17.23%

  32.20%

Ratios to Average Net Assets F,I

 

 

Expenses before reductions

  2.16%

  2.66% A

Expenses net of fee waivers, if any

  2.16%

  2.25% A

Expenses net of all reductions

  2.15%

  2.23% A

Net investment income (loss)

  .56% K

  (.90)% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 4,348

$ 2,726

Portfolio turnover rate G

  54%

  25% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period March 25, 2009 (commencement of operations) to October 31, 2009.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Investment income per share reflects a special dividend which amounted to $.13 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been (.37)%.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,

2010

2009 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 13.22

$ 10.00

Income from Investment Operations

 

 

Net investment income (loss) E

  .08 K

  (.07)

Net realized and unrealized gain (loss)

  2.19

  3.28

Total from investment operations

  2.27

  3.21

Distributions from net realized gain

  (.04)

  -

Redemption fees added to paid in capital E

  - J

  .01

Net asset value, end of period

$ 15.45

$ 13.22

Total Return B,C,D

  17.21%

  32.20%

Ratios to Average Net Assets F,I

 

 

Expenses before reductions

  2.14%

  2.53% A

Expenses net of fee waivers, if any

  2.14%

  2.25% A

Expenses net of all reductions

  2.13%

  2.23% A

Net investment income (loss)

  .58% K

  (.90)% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 14,338

$ 4,798

Portfolio turnover rate G

  54%

  25% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period March 25, 2009 (commencement of operations) to October 31, 2009.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Investment income per share reflects a special dividend which amounted to $.13 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been (.34)%.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Global Commodity Stock

Years ended October 31,

2010

2009 G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 13.31

$ 10.00

Income from Investment Operations

 

 

Net investment income (loss)D

  .23 J

  .01

Net realized and unrealized gain (loss)

  2.21

  3.29

Total from investment operations

  2.44

  3.30

Distributions from net investment income

  (.01)

  -

Distributions from net realized gain

  (.08)

  -

Total distributions

  (.09)

  -

Redemption fees added to paid in capitalD

  -I

  .01

Net asset value, end of period

$ 15.66

$ 13.31

Total ReturnB,C

  18.38%

  33.10%

Ratios to Average Net AssetsE,H

 

 

Expenses before reductions

  1.10%

  1.42%A

Expenses net of fee waivers, if any

  1.10%

  1.25%A

Expenses net of all reductions

  1.09%

  1.23%A

Net investment income (loss)

  1.62% J

  .10%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 310,186

$ 159,439

Portfolio turnover rateF

  54%

  25%A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period March 25, 2009 (commencement of operations) to October 31, 2009.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

J Investment income per share reflects a special dividend which amounted to $.13 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .69%.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009 G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 13.31

$ 10.00

Income from Investment Operations

 

 

Net investment income (loss) D

  .23 J

  .01

Net realized and unrealized gain (loss)

  2.21

  3.29

Total from investment operations

  2.44

  3.30

Distributions from net investment income

  (.01)

  -

Distributions from net realized gain

  (.08)

  -

Total distributions

  (.09)

  -

Redemption fees added to paid in capital D

  - I

  .01

Net asset value, end of period

$ 15.66

$ 13.31

Total Return B,C

  18.39%

  33.10%

Ratios to Average Net Assets E,H

 

 

Expenses before reductions

  1.09%

  1.36% A

Expenses net of fee waivers, if any

  1.09%

  1.25% A

Expenses net of all reductions

  1.07%

  1.23% A

Net investment income (loss)

  1.64% J

  .10% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 35,739

$ 9,811

Portfolio turnover rate F

  54%

  25% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period March 25, 2009 (commencement of operations) to October 31, 2009.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

J Investment income per share reflects a special dividend which amounted to $.13 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .71%.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Global Commodity Stock Fund (the Fund) is a non-diversified fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Global Commodity Stock, and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management

Annual Report

3. Significant Accounting Policies - continued

to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Security Valuation - continued

Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Large, non-recurring dividends recognized by the Fund are presented separately on the Statement of Operations as "Special Dividends" and the impact of these dividends is presented in the Financial Highlights.

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP. In addition, the fund claimed a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC)and losses deferred due to wash sales.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 61,409,156

Gross unrealized depreciation

(18,023,785)

Net unrealized appreciation (depreciation)

$ 43,385,371

 

 

Tax Cost

$ 401,941,221

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 4,193,998

Undistributed long-term capital gain

$ 1,911,902

Net unrealized appreciation (depreciation)

$ 43,386,573

The tax character of distributions paid was as follows:

 

October 31,
2010

October 31,
2009

Ordinary Income

$ 1,546,715

$ -

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $387,406,917 and $178,635,735, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 100,827

$ 5,669

Class T

.25%

.25%

44,998

3,026

Class B

.75%

.25%

43,683

34,562

Class C

.75%

.25%

109,716

73,600

 

 

 

$ 299,224

$ 116,857

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 71,199

Class T

9,668

Class B*

64,189

Class C*

4,311

 

$ 149,367

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 107,075

.26

Class T

24,116

.27

Class B

13,309

.30

Class C

31,332

.28

Global Commodity Stock

629,234

.24

Institutional Class 

54,104

.23

 

$ 859,170

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $9,718 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average
Daily Loan
Balance

Weighted
Average Interest
Rate

Interest
Expense

Borrower

$ 3,460,667

.46%

$ 666

Annual Report

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $774 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $89,586. During the period, there were no securities loaned to FCM.

8. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. The average daily loan balance during the period for which loans were outstanding amounted to $3,318,000. The weighted average interest rate was .69%. The interest expense amounted to $254 under the bank borrowing program. At period end, there were no bank borrowings outstanding.

Annual Report

Notes to Financial Statements - continued

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $41,295 for the period.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009 A

From net investment income

 

 

Class A

$ 7,432

$ -

Global Commodity Stock

168,019

-

Institutional Class

12,973

-

Total

$ 188,424

$ -

From net realized gain

 

 

Class A

$ 143,058

$ -

Class T

30,137

-

Class B

9,302

-

Class C

20,828

-

Global Commodity Stock

1,078,126

-

Institutional Class

76,840

-

Total

$ 1,358,291

$ -

A For the period March 25, 2009 (commencement of operations) to October 31, 2009.

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009 A

2010

2009 A

Class A

 

 

 

 

Shares sold

3,636,511

1,217,436

$ 52,113,230

$ 15,536,230

Reinvestment of distributions

8,310

-

119,911

-

Shares redeemed

(957,806)

(35,397)

(13,354,681)

(440,651)

Net increase (decrease)

2,687,015

1,182,039

$ 38,878,460

$ 15,095,579

Class T

 

 

 

 

Shares sold

635,625

352,496

$ 9,055,849

$ 4,355,249

Reinvestment of distributions

2,006

-

28,921

-

Shares redeemed

(233,090)

(796)

(3,190,490)

(10,905)

Net increase (decrease)

404,541

351,700

$ 5,894,280

$ 4,344,344

Annual Report

11. Share Transactions - continued

Transactions for each class of shares were as follows: - continued

 

Shares

Dollars

Years ended October 31,

2010

2009 A

2010

2009 A

Class B

 

 

 

 

Shares sold

275,613

209,917

$ 3,943,173

$ 2,460,093

Reinvestment of distributions

543

-

7,824

-

Shares redeemed

(200,985)

(3,790)

(2,763,660)

(51,192)

Net increase (decrease)

75,171

206,127

$ 1,187,337

$ 2,408,901

Class C

 

 

 

 

Shares sold

869,321

368,806

$ 12,506,411

$ 4,531,477

Reinvestment of distributions

1,339

-

19,266

-

Shares redeemed

(305,685)

(5,994)

(4,197,936)

(81,571)

Net increase (decrease)

564,975

362,812

$ 8,327,741

$ 4,449,906

Global Commodity Stock

 

 

 

 

Shares sold

19,122,952

14,544,887

$ 278,892,729

$ 183,653,183

Reinvestment of distributions

81,765

-

1,181,498

-

Shares redeemed

(11,379,620)

(2,563,407)

(158,960,668)

(31,996,439)

Net increase (decrease)

7,825,097

11,981,480

$ 121,113,559

$ 151,656,744

Institutional Class

 

 

 

 

Shares sold

1,969,025

773,649

$ 28,672,948

$ 9,932,033

Reinvestment of distributions

2,588

-

37,397

-

Shares redeemed

(426,975)

(36,369)

(6,016,467)

(435,916)

Net increase (decrease)

1,544,638

737,280

$ 22,693,878

$ 9,496,117

A For the period March 25, 2009 (commencement of operations) to October 31, 2009.

12. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity Global Commodity Stock Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Global Commodity Stock Fund (a fund of Fidelity Investment Trust) at October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the periods indicated and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Global Commodity Stock Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts
December 17, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Annual Report

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

Trustees and Officers - continued

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Annual Report

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Christopher S. Bartel (38)

 

Year of Election or Appointment: 2009

Vice President of Fidelity's Sector and Real Estate Equity Funds. Mr. Bartel also serves as Senior Vice President of Equity Research (2009-present). Previously, Mr. Bartel served as Managing Director of Research (2006-2009) and an analyst and portfolio manager (2000-2006).

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Global Commodity Stock Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Institutional Class

12/13/10

12/10/10

$0.137

$0.062

The fund hereby designates as a capital gain dividend with respect to the taxable year ended October 31, 2010, $1,911,902, or, if subsequently determined to be different, the net capital gain of such year.

Institutional Class designates 11% of the dividends distributed during the fiscal year as qualifying for the dividends-received deduction for corporate shareholders.

Institutional Class designates 56% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Institutional Class

12/14/09

$0.008

$0.0027

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Global Commodity Stock Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. The Board noted that it is not possible to evaluate performance in any comprehensive fashion because the fund had been in operation for less than one calendar year. Once the fund has been in operation for at least one calendar year, the Board will review the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against a broad-based securities market index and, if a meaningful peer group exists, a peer group of mutual funds.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the period of the fund's operations shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 29% means that 71% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Fidelity Global Commodity Stock Fund

cjc368

Annual Report

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for the period.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of the retail class ranked below its competitive median for the period and the total expenses of each of Class A, Class T, Class B, Class C, and Institutional Class ranked above its competitive median for the period. The Board considered that total expenses for Class T were above median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable, although in some cases above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

Annual Report

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors
(U.K.) Limited

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

State Street Bank and Trust Company
Quincy, MA

AGCSI-UANN-1210
1.879388.101

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Fidelity®
International Discovery
Fund

Annual Report

October 31, 2010

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

Fidelity® International Discovery Fund A

13.76%

4.48%

5.23%

A Prior to October 1, 2004, Fidelity International Discovery Fund operated under certain different investment policies. The fund's historical performance may not represent its current investment policies.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity® International Discovery Fund, a class of the fund, on October 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE ® (Europe, Australasia, Far East) Index performed over the same period.

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Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from William Kennedy, Portfolio Manager of Fidelity® International Discovery Fund: For the 12 months ending October 31, 2010, the fund's Retail Class shares returned 13.76%, beating the 8.49% return of the MSCI EAFE® (Europe, Australasia, Far East) Index. Stock selection drove relative performance, with particularly strong gains coming from investments in emerging markets, as well as the consumer discretionary, information technology, health care and industrials sectors. Top contributors included Elekta, a Swedish manufacturer of radiation-therapy equipment that benefited from successful product launches and an increase in capital spending by hospitals, and SSL International, a U.K. health care company that received a handsome buyout offer. I sold SSL. In consumer discretionary - which increased as a percentage of fund assets - strong gains at Carphone Warehouse Group, a U.K. cell phone retailer, were fueled in part by an expanding partnership with big-box electronics retailer Best Buy. All three holdings were out-of-index positions. Detractors were minimal, with underweightings in consumer staples and materials just nicking results. Stock disappointments included HeidelbergCement, a German cement company whose U.S. business was hurt by the weak housing market, and Swiss investment bank UBS, whose revenue slowed more than expected.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2009 to October 31, 2010

Class A

1.32%

 

 

 

Actual

 

$ 1,000.00

$ 1,071.90

$ 6.89

Hypothetical A

 

$ 1,000.00

$ 1,018.55

$ 6.72

Class T

1.57%

 

 

 

Actual

 

$ 1,000.00

$ 1,070.70

$ 8.19

Hypothetical A

 

$ 1,000.00

$ 1,017.29

$ 7.98

Class B

2.08%

 

 

 

Actual

 

$ 1,000.00

$ 1,067.90

$ 10.84

Hypothetical A

 

$ 1,000.00

$ 1,014.72

$ 10.56

Class C

2.07%

 

 

 

Actual

 

$ 1,000.00

$ 1,067.70

$ 10.79

Hypothetical A

 

$ 1,000.00

$ 1,014.77

$ 10.51

International Discovery

1.02%

 

 

 

Actual

 

$ 1,000.00

$ 1,073.70

$ 5.33

Hypothetical A

 

$ 1,000.00

$ 1,020.06

$ 5.19

Class K

.82%

 

 

 

Actual

 

$ 1,000.00

$ 1,074.80

$ 4.29

Hypothetical A

 

$ 1,000.00

$ 1,021.07

$ 4.18

Institutional Class

.97%

 

 

 

Actual

 

$ 1,000.00

$ 1,074.10

$ 5.07

Hypothetical A

 

$ 1,000.00

$ 1,020.32

$ 4.94

A 5% return per year before expenses

*Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

cjc132

United Kingdom 20.9%

 

cjc134

Japan 12.1%

 

cjc136

France 8.8%

 

cjc138

Switzerland 7.0%

 

cjc140

Germany 6.6%

 

cjc142

United States of America 4.3%

 

cjc144

Spain 3.8%

 

cjc146

Denmark 3.3%

 

cjc148

Australia 3.0%

 

cjc150

Other 30.2%

 

cjc395

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

cjc132

United Kingdom 20.0%

 

cjc134

Japan 18.7%

 

cjc136

France 9.6%

 

cjc138

Switzerland 7.2%

 

cjc140

Germany 6.7%

 

cjc142

Netherlands 3.8%

 

cjc144

Australia 3.0%

 

cjc146

Spain 3.0%

 

cjc148

United States of America 2.3%

 

cjc150

Other 25.7%

 

cjc407

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation (% of fund's net assets)

 

As of
October 31, 2010

As of
April 30, 2010

Stocks

98.6

99.3

Short-Term Investments and Net Other Assets

1.4

0.7

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

BHP Billiton PLC (United Kingdom, Metals & Mining)

1.9

1.3

Royal Dutch Shell PLC Class B (United Kingdom, Oil, Gas & Consumable Fuels)

1.9

2.0

BP PLC (United Kingdom, Oil, Gas & Consumable Fuels)

1.6

1.2

Nestle SA (Switzerland, Food Products)

1.6

1.4

Novartis AG (Switzerland, Pharmaceuticals)

1.5

1.2

Novo Nordisk AS Series B (Denmark, Pharmaceuticals)

1.4

0.9

HSBC Holdings PLC (United Kingdom) (United Kingdom, Commercial Banks)

1.3

1.9

Bayerische Motoren Werke AG (BMW) (Germany, Automobiles)

1.3

0.9

SOFTBANK CORP. (Japan, Wireless Telecommunication Services)

1.3

0.8

LVMH Moet Hennessy - Louis Vuitton (France, Textiles, Apparel & Luxury Goods)

1.2

0.6

 

15.0

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

22.0

21.6

Consumer Discretionary

20.8

15.7

Industrials

9.5

11.0

Materials

9.3

9.6

Health Care

9.1

9.1

Consumer Staples

8.6

7.8

Energy

6.4

7.8

Information Technology

6.1

11.1

Telecommunication Services

6.2

4.0

Utilities

0.6

1.6

Annual Report

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 97.2%

Shares

Value (000s)

Australia - 3.0%

Australia & New Zealand Banking Group Ltd.

4,456,031

$ 108,304

JB Hi-Fi Ltd. (d)

1,401,880

27,302

Macquarie Group Ltd.

1,446,043

51,282

Newcrest Mining Ltd.

1,300,681

50,918

Wesfarmers Ltd.

1,097,894

35,644

Westfield Group unit

2,381,694

28,885

TOTAL AUSTRALIA

302,335

Bailiwick of Jersey - 0.6%

Experian PLC

3,677,200

42,742

Informa PLC

2,335,767

16,316

TOTAL BAILIWICK OF JERSEY

59,058

Belgium - 1.2%

Anheuser-Busch InBev SA NV

1,791,980

112,293

EVS Broadcast Equipment SA

89,263

5,602

TOTAL BELGIUM

117,895

Bermuda - 1.1%

Huabao International Holdings Ltd.

27,748,000

41,812

Li & Fung Ltd.

4,808,000

25,401

Noble Group Ltd.

26,477,364

38,050

Sihuan Pharmaceutical Holdings Group Ltd.

496,000

360

TOTAL BERMUDA

105,623

Brazil - 1.7%

Banco ABC Brasil SA

572,000

5,635

Banco Santander (Brasil) SA ADR

1,896,000

27,302

Diagnosticos da America SA

2,508,000

30,959

Drogasil SA

1,040,700

26,323

Souza Cruz Industria Comerico

1,579,500

81,157

TOTAL BRAZIL

171,376

British Virgin Islands - 0.3%

HLS Systems International Ltd. (a)(d)

610,767

7,720

Playtech Ltd. (d)

3,758,978

26,966

TOTAL BRITISH VIRGIN ISLANDS

34,686

Canada - 1.8%

First Quantum Minerals Ltd.

249,300

21,831

InterOil Corp. (a)(d)

247,600

17,624

Niko Resources Ltd.

483,100

46,088

Open Text Corp. (a)

769,600

34,047

Common Stocks - continued

Shares

Value (000s)

Canada - continued

Pan American Silver Corp.

843,000

$ 26,909

Petrobank Energy & Resources Ltd. (a)

813,500

32,376

TOTAL CANADA

178,875

Cayman Islands - 2.4%

Belle International Holdings Ltd.

9,430,000

17,032

Bosideng International Holdings Ltd.

81,544,000

41,239

China Lodging Group Ltd. ADR (d)

344,759

8,381

Ctrip.com International Ltd. sponsored ADR (a)

505,000

26,295

Eurasia Drilling Co. Ltd. GDR (f)

257,900

6,576

Hengdeli Holdings Ltd.

75,304,000

41,775

Mongolian Mining Corp.

15,168,000

16,418

Perfect World Co. Ltd. sponsored ADR Class B (a)

771,187

24,986

Shenguan Holdings Group Ltd.

21,268,000

27,713

TPK Holdings Co.

25,000

413

Want Want China Holdings Ltd.

36,693,000

33,847

TOTAL CAYMAN ISLANDS

244,675

China - 1.2%

Baidu.com, Inc. sponsored ADR (a)

348,900

38,382

China Merchants Bank Co. Ltd. (H Shares)

18,516,200

52,554

Comba Telecom Systems Holdings Ltd. (d)

7,504,420

8,520

Minth Group Ltd.

2,146,000

4,014

Zhaojin Mining Industry Co. Ltd. (H Shares)

2,492,000

7,748

ZTE Corp. (H Shares) (d)

2,362,096

8,776

TOTAL CHINA

119,994

Cyprus - 0.0%

Aisi Realty Public Ltd. (a)(e)

21,633,000

607

Denmark - 3.3%

Carlsberg AS Series B

673,200

73,612

Novo Nordisk AS Series B

1,311,389

137,673

Pandora A/S

758,300

36,789

William Demant Holding AS (a)

1,094,900

82,070

TOTAL DENMARK

330,144

Egypt - 0.2%

Orascom Construction Industries SAE GDR

443,300

20,525

France - 8.8%

Accor SA

732,241

30,021

Atos Origin SA (a)

1,202,978

55,615

AXA SA

2,162,866

39,365

Common Stocks - continued

Shares

Value (000s)

France - continued

BNP Paribas SA

983,966

$ 71,948

Carrefour SA

973,625

52,537

Compagnie Generale de Geophysique SA (a)

1,085,600

25,352

Edenred (a)

552,100

11,562

Essilor International SA

566,366

37,812

GDF Suez

760,000

30,329

Iliad Group SA (d)

509,521

57,356

LVMH Moet Hennessy - Louis Vuitton

797,092

124,886

Pernod-Ricard SA

388,925

34,478

PPR SA

664,000

108,838

Sanofi-Aventis

317,944

22,270

Schneider Electric SA

588,962

83,590

Societe Generale Series A

1,175,263

70,360

Unibail-Rodamco

118,400

24,663

TOTAL FRANCE

880,982

Germany - 5.2%

Bayerische Motoren Werke AG (BMW)

1,818,327

130,326

Fresenius Medical Care AG & Co. KGaA

964,000

61,394

GEA Group AG

2,030,727

53,094

HeidelbergCement AG

245,167

12,822

Kabel Deutschland Holding AG

1,258,000

56,636

MAN SE

529,280

58,181

Metro AG

439,200

30,776

Siemens AG

1,089,506

124,433

TOTAL GERMANY

527,662

Greece - 0.2%

Coca-Cola Hellenic Bottling Co. SA

692,200

17,915

Hong Kong - 1.6%

AIA Group Ltd.

5,311,400

15,795

Henderson Land Development Co. Ltd.

3,760,700

26,709

I.T Ltd.

21,016,000

17,732

Techtronic Industries Co. Ltd.

65,201,500

66,032

Wharf Holdings Ltd.

4,890,000

32,111

TOTAL HONG KONG

158,379

India - 2.8%

Adani Enterprises Ltd.

1,982,014

31,500

Gitanjali Gems Ltd.

2,506,415

16,763

Housing Development Finance Corp. Ltd.

1,506,925

23,380

IndusInd Bank Ltd.

2,074,982

12,340

Common Stocks - continued

Shares

Value (000s)

India - continued

INFO Edge India Ltd.

679,326

$ 10,427

Infrastructure Development Finance Co. Ltd.

3,122,908

14,094

Larsen & Toubro Ltd.

783,228

35,831

LIC Housing Finance Ltd.

1,481,322

44,801

Reliance Industries Ltd.

903,416

22,343

Rural Electrification Corp. Ltd.

2,750,582

23,001

Shriram Transport Finance Co. Ltd.

621,359

12,356

State Bank of India

217,944

15,491

The Jammu & Kashmir Bank Ltd.

545,569

11,206

Titan Industries Ltd.

160,588

12,869

TOTAL INDIA

286,402

Indonesia - 0.7%

PT Bank Rakyat Indonesia Tbk

19,678,500

25,100

PT Tower Bersama Infrastructure Tbk

4,813,500

1,373

PT XL Axiata Tbk (a)

67,983,500

43,738

TOTAL INDONESIA

70,211

Ireland - 0.5%

Ingersoll-Rand Co. Ltd.

731,600

28,759

James Hardie Industries NV unit (a)

3,882,491

20,501

TOTAL IRELAND

49,260

Israel - 0.2%

Israel Chemicals Ltd.

1,513,500

23,150

Italy - 1.4%

Intesa Sanpaolo SpA

5,602,109

19,702

Intesa Sanpaolo SpA (Risparmio Shares)

6,681,302

18,305

Prysmian SpA

964,200

18,689

Saipem SpA

1,876,915

83,389

TOTAL ITALY

140,085

Japan - 12.1%

ABC-Mart, Inc.

1,529,000

52,005

Asics Corp.

2,858,000

30,864

Canon, Inc.

1,331,350

61,286

Cosmos Pharmaceutical Corp.

543,200

17,099

Denso Corp.

1,577,500

49,057

Don Quijote Co. Ltd.

808,400

22,091

eAccess Ltd.

24,546

17,905

Fast Retailing Co. Ltd.

89,100

11,671

Goldcrest Co. Ltd.

161,770

3,492

Common Stocks - continued

Shares

Value (000s)

Japan - continued

Honda Motor Co. Ltd.

1,736,200

$ 62,588

JSR Corp.

2,283,400

39,527

Keyence Corp.

192,600

47,749

Komatsu Ltd.

1,833,900

44,823

Mazda Motor Corp.

14,841,000

37,718

Misumi Group, Inc.

825,300

17,692

Mitsubishi Corp.

1,980,200

47,564

Mitsubishi UFJ Financial Group, Inc.

12,527,700

58,141

Mitsui & Co. Ltd.

2,230,900

35,086

Mizuho Financial Group, Inc.

17,803,700

25,821

Nichi-iko Pharmaceutical Co. Ltd.

932,200

32,877

Nintendo Co. Ltd.

88,400

22,905

Omron Corp.

1,439,900

33,425

ORIX Corp.

1,209,560

110,329

Osaka Securities Exchange Co. Ltd.

1,866

9,391

Rakuten, Inc.

80,045

61,673

Ricoh Co. Ltd.

3,021,000

42,260

Sawai Pharmaceutical Co. Ltd. (d)

160,300

14,004

SOFTBANK CORP.

4,003,100

128,560

Sony Financial Holdings, Inc.

7,099

24,701

Start Today Co. Ltd.

7,249

22,548

Sumitomo Mitsui Financial Group, Inc.

1,151,300

34,364

TOTAL JAPAN

1,219,216

Korea (South) - 1.5%

Hyundai Motor Co.

192,345

29,078

Kia Motors Corp.

912,890

36,451

NCsoft Corp.

97,952

21,559

NHN Corp. (a)

123,150

21,848

Samsung Electronics Co. Ltd.

38,175

25,292

Shinhan Financial Group Co. Ltd.

421,030

16,306

TOTAL KOREA (SOUTH)

150,534

Luxembourg - 0.3%

Millicom International Cellular SA

282,400

26,715

Mauritius - 0.2%

MakeMyTrip Ltd.

456,425

16,500

Mexico - 0.4%

Wal-Mart de Mexico SA de CV Series V

14,883,600

40,708

Netherlands - 2.2%

AEGON NV (a)

3,601,200

22,818

Gemalto NV (d)

704,193

32,061

Common Stocks - continued

Shares

Value (000s)

Netherlands - continued

ING Groep NV (Certificaten Van Aandelen) unit (a)

4,878,900

$ 52,185

Koninklijke Philips Electronics NV

2,283,638

69,639

LyondellBasell Industries NV Class A (a)

1,230,700

33,057

Randstad Holdings NV (a)

229,781

10,935

TOTAL NETHERLANDS

220,695

Norway - 1.6%

Aker Solutions ASA

1,903,800

28,983

DnB NOR ASA

5,226,955

71,723

Telenor ASA

1,549,800

24,982

Yara International ASA

620,300

32,607

TOTAL NORWAY

158,295

Poland - 0.1%

Eurocash SA

980,199

9,009

Qatar - 0.2%

Commercial Bank of Qatar GDR (Reg. S)

5,094,802

23,345

Singapore - 0.3%

Keppel Corp. Ltd.

4,295,000

33,118

South Africa - 2.2%

African Rainbow Minerals Ltd.

607,700

15,503

AngloGold Ashanti Ltd. sponsored ADR

816,100

38,446

Clicks Group Ltd.

7,968,139

51,983

Mr Price Group Ltd.

3,702,400

33,646

Sanlam Ltd.

7,188,000

26,946

Standard Bank Group Ltd.

1,349,000

19,893

Woolworths Holdings Ltd.

9,804,233

38,419

TOTAL SOUTH AFRICA

224,836

Spain - 3.8%

Antena 3 Television SA

2,176,200

22,226

Banco Bilbao Vizcaya Argentaria SA

4,146,934

54,620

Banco Santander SA

8,695,646

111,585

Gestevision Telecinco SA

2,269,700

28,948

Inditex SA (d)

398,393

33,266

Prosegur Compania de Seguridad SA (Reg.)

479,200

28,712

Telefonica SA

3,645,705

98,491

TOTAL SPAIN

377,848

Sweden - 1.7%

Elekta AB (B Shares)

2,194,000

83,011

Common Stocks - continued

Shares

Value (000s)

Sweden - continued

H&M Hennes & Mauritz AB (B Shares)

1,301,280

$ 45,846

Modern Times Group MTG AB (B Shares)

579,300

41,538

TOTAL SWEDEN

170,395

Switzerland - 7.0%

Adecco SA (Reg.)

243,346

13,597

Compagnie Financiere Richemont SA Series A

692,855

34,546

Credit Suisse Group

644,315

26,666

Kuehne & Nagel International AG

197,400

24,406

Lonza Group AG

349,225

30,564

Nestle SA

2,845,723

155,823

Novartis AG

2,677,083

155,070

Partners Group Holding

176,756

32,322

Schindler Holding AG (participation certificate)

228,540

24,494

Sonova Holding AG Class B

213,178

24,689

The Swatch Group AG (Bearer)

175,550

67,074

UBS AG (a)

3,459,090

58,744

Zurich Financial Services AG

251,733

61,607

TOTAL SWITZERLAND

709,602

Taiwan - 0.5%

HTC Corp.

2,247,850

50,752

Thailand - 0.4%

Bangkok Bank Public Co. Ltd. (For. Reg.)

8,336,000

43,016

Turkey - 0.7%

Boyner Buyuk Magazacilik AS (a)(e)

4,833,645

11,256

Dogus Otomotiv Servis ve Ticaret AS (a)

2,849,000

21,452

Turkiye Garanti Bankasi AS

6,816,000

41,819

TOTAL TURKEY

74,527

United Kingdom - 20.9%

Aberdeen Asset Management PLC

12,139,132

34,580

Aegis Group PLC

12,834,711

25,848

Anglo American PLC (United Kingdom)

1,583,300

73,767

AstraZeneca PLC (United Kingdom)

1,776,034

89,327

Barclays PLC

20,242,493

88,943

BG Group PLC

943,475

18,373

BHP Billiton PLC

5,343,392

189,262

BP PLC

24,342,500

165,439

British Land Co. PLC

2,363,434

19,293

Britvic PLC

5,435,800

42,012

Burberry Group PLC

2,391,800

39,048

Common Stocks - continued

Shares

Value (000s)

United Kingdom - continued

Carphone Warehouse Group PLC (a)

15,119,465

$ 73,761

Cookson Group PLC (a)

1,543,760

12,738

GlaxoSmithKline PLC

6,239,100

121,819

HSBC Holdings PLC (United Kingdom)

12,868,660

133,916

IG Group Holdings PLC

6,526,105

55,259

InterContinental Hotel Group PLC

2,054,000

39,664

International Personal Finance PLC

9,411,888

46,896

International Power PLC

3,956,720

26,454

Legal & General Group PLC

18,411,796

29,616

Lloyds Banking Group PLC (a)

49,557,364

54,463

Micro Focus International PLC

2,166,900

13,255

Ocado Group PLC (a)(d)

14,388,400

32,204

Reckitt Benckiser Group PLC

1,415,031

79,144

Rio Tinto PLC

1,536,344

99,773

Royal Dutch Shell PLC Class B

5,903,573

188,900

Schroders PLC

1,532,400

38,767

SuperGroup PLC

101,212

1,832

TalkTalk Telecom Group PLC (a)

18,424,592

38,936

Ultra Electronics Holdings PLC

614,667

18,327

Vodafone Group PLC

42,989,943

117,503

Wolseley PLC (a)

1,389,264

37,015

Xstrata PLC

3,171,800

61,463

TOTAL UNITED KINGDOM

2,107,597

United States of America - 2.9%

AsiaInfo Holdings, Inc. (a)(d)

717,700

15,947

CF Industries Holdings, Inc.

273,800

33,549

Freeport-McMoRan Copper & Gold, Inc.

420,100

39,775

NII Holdings, Inc. (a)

1,802,500

75,363

The Mosaic Co.

376,200

27,523

Virgin Media, Inc. (d)

2,966,300

75,433

Walter Energy, Inc.

286,800

25,227

TOTAL UNITED STATES OF AMERICA

292,817

TOTAL COMMON STOCKS

(Cost $8,518,349)

9,789,364

Nonconvertible Preferred Stocks - 1.4%

Shares

Value (000s)

Germany - 1.4%

ProSiebenSat.1 Media AG

783,800

$ 20,711

Volkswagen AG

789,800

118,688

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $105,062)

139,399

Money Market Funds - 2.2%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)

100,758,575

100,759

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

123,571,582

123,572

TOTAL MONEY MARKET FUNDS

(Cost $224,331)

224,331

Cash Equivalents - 0.2%

Maturity Amount (000s)

 

Investments in repurchase agreements in a joint trading account at 0.22%, dated 10/29/10 due 11/1/10 (Collateralized by U.S. Treasury Obligations) #
(Cost $18,662)

$ 18,662

18,662

TOTAL INVESTMENT PORTFOLIO - 101.0%

(Cost $8,866,404)

10,171,756

NET OTHER ASSETS (LIABILITIES) - (1.0)%

(99,606)

NET ASSETS - 100%

$ 10,072,150

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Affiliated company

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $6,576,000 or 0.1% of net assets.

# Additional information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty

Value
(Amounts in thousands)

$18,662,000 due 11/01/10 at 0.22%

BNP Paribas Securities Corp.

$ 8,683

Banc of America Securities LLC

3,254

Barclays Capital, Inc.

6,725

 

$ 18,662

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 127

Fidelity Securities Lending Cash Central Fund

6,155

Total

$ 6,282

Other Affiliated Issuers

An affiliated company is a company in which the Fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate
(Amounts in thousands)

Value, beginning of period

Purchases

Sales Proceeds

Dividend Income

Value,
end of
period

Aisi Realty Public Ltd.

$ 1,243

$ -

$ -

$ -

$ 607

Boyner Buyuk Magazacilik AS

-

11,785

-

-

11,256

Total

$ 1,243

$ 11,785

$ -

$ -

$ 11,863

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description
(Amounts in thousands)

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United Kingdom

$ 2,107,597

$ 818,588

$ 1,289,009

$ -

Japan

1,219,216

580,277

638,939

-

France

880,982

833,360

47,622

-

Switzerland

709,602

469,122

240,480

-

Germany

667,061

481,234

185,827

-

Spain

377,848

113,152

264,696

-

Denmark

330,144

192,471

137,673

-

Australia

302,335

302,335

-

-

United States of America

292,817

292,817

-

-

Cyprus

607

-

-

607

Other

3,040,554

2,895,912

144,642

-

Money Market Funds

224,331

224,331

-

-

Cash Equivalents

18,662

-

18,662

-

Total Investments in Securities:

$ 10,171,756

$ 7,203,599

$ 2,967,550

$ 607

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

(Amounts in thousands)

 

Investments in Securities:

Beginning Balance

$ -

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

(636)

Cost of Purchases

-

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in to Level 3

1,243

Transfers out of Level 3

-

Ending Balance

$ 607

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at October 31, 2010

$ (636)

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $1,803,058,000 of which $163,224,000 and $1,639,834,000 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

 Amounts in thousands (except per-share amounts)

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $117,688 and repurchase agreements of $18,662) - See accompanying schedule:

Unaffiliated issuers (cost $8,623,386)

$ 9,935,562

 

Fidelity Central Funds (cost $224,331)

224,331

 

Other affiliated issuers (cost $18,687)

11,863

 

Total Investments (cost $8,866,404)

 

$ 10,171,756

Cash

1

Foreign currency held at value (cost $1,005)

1,005

Receivable for investments sold

74,676

Receivable for fund shares sold

8,906

Dividends receivable

27,141

Distributions receivable from Fidelity Central Funds

250

Other receivables

3,906

Total assets

10,287,641

 

 

 

Liabilities

Payable for investments purchased

$ 61,924

Payable for fund shares redeemed

12,106

Accrued management fee

5,716

Distribution and service plan fees payable

169

Other affiliated payables

1,920

Other payables and accrued expenses

10,084

Collateral on securities loaned, at value

123,572

Total liabilities

215,491

 

 

 

Net Assets

$ 10,072,150

Net Assets consist of:

 

Paid in capital

$ 10,604,504

Undistributed net investment income

120,198

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(1,950,098)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

1,297,546

Net Assets

$ 10,072,150

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

 Amounts in thousands (except per-share amounts)

October 31, 2010

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($391,603 ÷ 12,210.4 shares)

$ 32.07

 

 

 

Maximum offering price per share (100/94.25 of $32.07)

$ 34.03

Class T:
Net Asset Value
and redemption price per share ($91,992 ÷ 2,892.1 shares)

$ 31.81

 

 

 

Maximum offering price per share (100/96.50 of $31.81)

$ 32.96

Class B:
Net Asset Value
and offering price per share ($14,434 ÷ 456.7 shares)A

$ 31.60

 

 

 

Class C:
Net Asset Value
and offering price per share ($43,557 ÷ 1,374.7 shares)A

$ 31.68

 

 

 

International Discovery:
Net Asset Value
, offering price and redemption price per share ($8,133,121 ÷ 251,479.5 shares)

$ 32.34

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($1,078,333 ÷ 33,361.2 shares)

$ 32.32

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($319,110 ÷ 9,877.0 shares)

$ 32.31

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

 Amounts in thousands

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 239,834

Interest

 

2

Income from Fidelity Central Funds

 

6,282

Income before foreign taxes withheld

 

246,118

Less foreign taxes withheld

 

(17,979)

Total income

 

228,139

 

 

 

Expenses

Management fee
Basic fee

$ 68,970

Performance adjustment

3,660

Transfer agent fees

23,371

Distribution and service plan fees

2,084

Accounting and security lending fees

1,801

Custodian fees and expenses

1,632

Independent trustees' compensation

55

Registration fees

223

Audit

117

Legal

49

Interest

12

Miscellaneous

132

Total expenses before reductions

102,106

Expense reductions

(4,562)

97,544

Net investment income (loss)

130,595

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $141)

488,568

Foreign currency transactions

(6,761)

Capital gain distributions from Fidelity Central Funds

14

Total net realized gain (loss)

 

481,821

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $8,661)

637,812

Assets and liabilities in foreign currencies

968

Total change in net unrealized appreciation (depreciation)

 

638,780

Net gain (loss)

1,120,601

Net increase (decrease) in net assets resulting from operations

$ 1,251,196

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

 Amounts in thousands

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 130,595

$ 120,477

Net realized gain (loss)

481,821

(1,782,481)

Change in net unrealized appreciation (depreciation)

638,780

3,333,708

Net increase (decrease) in net assets resulting
from operations

1,251,196

1,671,704

Distributions to shareholders from net investment income

(116,422)

(107,705)

Distributions to shareholders from net realized gain

(13,374)

-

Total distributions

(129,796)

(107,705)

Share transactions - net increase (decrease)

(662,032)

250,490

Redemption fees

291

345

Total increase (decrease) in net assets

459,659

1,814,834

 

 

 

Net Assets

Beginning of period

9,612,491

7,797,657

End of period (including undistributed net investment income of $120,198 and undistributed net investment income of $106,024, respectively)

$ 10,072,150

$ 9,612,491

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.57

$ 23.68

$ 47.34

$ 36.47

$ 30.57

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)C

  .31

  .31

  .46

  .44

  .42

Net realized and unrealized gain (loss)

  3.51

  4.84

  (22.08)

  11.76

  7.19

Total from investment operations

  3.82

  5.15

  (21.62)

  12.20

  7.61

Distributions from net investment income

  (.28)

  (.26)

  (.37)

  (.35)

  (.31)

Distributions from net realized gain

  (.04)

  -

  (1.67)

  (.98)

  (1.40)

Total distributions

  (.32)

  (.26)

  (2.04)

  (1.33)

  (1.71)

Redemption fees added to paid in capital C,G

  -

  -

  -

  -

  -

Net asset value, end of period

$ 32.07

$ 28.57

$ 23.68

$ 47.34

$ 36.47

Total ReturnA,B

  13.43%

  22.14%

  (47.65)%

  34.54%

  26.01%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  1.33%

  1.37%

  1.32%

  1.25%

  1.27%

Expenses net of fee waivers, if any

  1.33%

  1.37%

  1.32%

  1.25%

  1.27%

Expenses net of all reductions

  1.28%

  1.32%

  1.29%

  1.22%

  1.21%

Net investment income (loss)

  1.06%

  1.28%

  1.27%

  1.08%

  1.22%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 392

$ 414

$ 380

$ 417

$ 140

Portfolio turnover rate E

  82%

  98%

  79%

  56%

  56%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.35

$ 23.49

$ 47.06

$ 36.30

$ 30.49

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .23

  .24

  .33

  .29

  .27

Net realized and unrealized gain (loss)

  3.48

  4.81

  (21.94)

  11.71

  7.18

Total from investment operations

  3.71

  5.05

  (21.61)

  12.00

  7.45

Distributions from net investment income

  (.21)

  (.19)

  (.29)

  (.26)

  (.24)

Distributions from net realized gain

  (.04)

  -

  (1.67)

  (.98)

  (1.40)

Total distributions

  (.25)

  (.19)

  (1.96)

  (1.24)

  (1.64)

Redemption fees added to paid in capital C,G

  -

  -

  -

  -

  -

Net asset value, end of period

$ 31.81

$ 28.35

$ 23.49

$ 47.06

$ 36.30

Total Return A,B

  13.14%

  21.79%

  (47.84)%

  34.08%

  25.49%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

  1.60%

  1.65%

  1.68%

  1.63%

  1.71%

Expenses net of fee waivers, if any

  1.60%

  1.65%

  1.68%

  1.63%

  1.71%

Expenses net of all reductions

  1.56%

  1.60%

  1.64%

  1.60%

  1.65%

Net investment income (loss)

  .79%

  1.00%

  .91%

  .70%

  .78%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 92

$ 83

$ 64

$ 53

$ 10

Portfolio turnover rate E

  82%

  98%

  79%

  56%

  56%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.18

$ 23.25

$ 46.70

$ 36.12

$ 30.36

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)C

  .08

  .12

  .15

  .08

  .08

Net realized and unrealized gain (loss)

  3.44

  4.81

  (21.77)

  11.64

  7.19

Total from investment operations

  3.52

  4.93

  (21.62)

  11.72

  7.27

Distributions from net investment income

  (.06)

  -

  (.16)

  (.16)

  (.11)

Distributions from net realized gain

  (.04)

  -

  (1.67)

  (.98)

  (1.40)

Total distributions

  (.10)

  -

  (1.83)

  (1.14)

  (1.51)

Redemption fees added to paid in capital C,G

  -

  -

  -

  -

  -

Net asset value, end of period

$ 31.60

$ 28.18

$ 23.25

$ 46.70

$ 36.12

Total ReturnA,B

  12.52%

  21.20%

  (48.11)%

  33.37%

  24.91%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  2.12%

  2.16%

  2.19%

  2.14%

  2.27%

Expenses net of fee waivers, if any

  2.12%

  2.16%

  2.19%

  2.14%

  2.25%

Expenses net of all reductions

  2.08%

  2.11%

  2.15%

  2.10%

  2.19%

Net investment income (loss)

  .27%

  .49%

  .40%

  .19%

  .24%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 14

$ 16

$ 15

$ 17

$ 4

Portfolio turnover rate E

  82%

  98%

  79%

  56%

  56%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.23

$ 23.31

$ 46.82

$ 36.19

$ 30.41

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .09

  .12

  .15

  .09

  .11

Net realized and unrealized gain (loss)

  3.45

  4.82

  (21.82)

  11.66

  7.19

Total from investment operations

  3.54

  4.94

  (21.67)

  11.75

  7.30

Distributions from net investment income

  (.05)

  (.02)

  (.17)

  (.14)

  (.12)

Distributions from net realized gain

  (.04)

  -

  (1.67)

  (.98)

  (1.40)

Total distributions

  (.09)

  (.02)

  (1.84)

  (1.12)

  (1.52)

Redemption fees added to paid in capital C,G

  -

  -

  -

  -

  -

Net asset value, end of period

$ 31.68

$ 28.23

$ 23.31

$ 46.82

$ 36.19

Total Return A,B

  12.54%

  21.22%

  (48.10)%

  33.38%

  24.97%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  2.09%

  2.14%

  2.17%

  2.11%

  2.16%

Expenses net of fee waivers, if any

  2.09%

  2.14%

  2.17%

  2.11%

  2.16%

Expenses net of all reductions

  2.05%

  2.09%

  2.13%

  2.08%

  2.11%

Net investment income (loss)

  .30%

  .51%

  .42%

  .22%

  .33%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 44

$ 43

$ 36

$ 28

$ 6

Portfolio turnover rate E

  82%

  98%

  79%

  56%

  56%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Discovery

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.79

$ 23.88

$ 47.68

$ 36.67

$ 30.65

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .40

  .37

  .57

  .53

  .48

Net realized and unrealized gain (loss)

  3.54

  4.88

  (22.29)

  11.84

  7.25

Total from investment operations

  3.94

  5.25

  (21.72)

  12.37

  7.73

Distributions from net investment income

  (.35)

  (.34)

  (.41)

  (.38)

  (.31)

Distributions from net realized gain

  (.04)

  -

  (1.67)

  (.98)

  (1.40)

Total distributions

  (.39)

  (.34)

  (2.08)

  (1.36)

  (1.71)

Redemption fees added to paid in capital B,F

  -

  -

  -

  -

  -

Net asset value, end of period

$ 32.34

$ 28.79

$ 23.88

$ 47.68

$ 36.67

Total Return A

  13.76%

  22.47%

  (47.55)%

  34.85%

  26.34%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  1.05%

  1.12%

  1.09%

  1.04%

  1.09%

Expenses net of fee waivers, if any

  1.05%

  1.12%

  1.09%

  1.04%

  1.08%

Expenses net of all reductions

  1.00%

  1.07%

  1.05%

  1.00%

  1.03%

Net investment income (loss)

  1.35%

  1.53%

  1.51%

  1.30%

  1.41%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 8,133

$ 8,114

$ 6,999

$ 14,176

$ 8,054

Portfolio turnover rateD

  82%

  98%

  79%

  56%

  56%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class K

Years ended October 31,

2010

2009

2008G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 28.78

$ 23.90

$ 40.32

Income from Investment Operations

 

 

 

Net investment income (loss)D

  .46

  .44

  .10

Net realized and unrealized gain (loss)

  3.53

  4.86

  (16.52)

Total from investment operations

  3.99

  5.30

  (16.42)

Distributions from net investment income

  (.41)

  (.42)

  -

Distributions from net realized gain

  (.04)

  -

  -

Total distributions

  (.45)

  (.42)

  -

Redemption fees added to paid in capital D,I

  -

  -

  -

Net asset value, end of period

$ 32.32

$ 28.78

$ 23.90

Total ReturnB,C

  13.96%

  22.80%

  (40.72)%

Ratios to Average Net AssetsE,H

 

 

 

Expenses before reductions

  .84%

  .88%

  .93%A

Expenses net of fee waivers, if any

  .84%

  .88%

  .93%A

Expenses net of all reductions

  .79%

  .83%

  .89%A

Net investment income (loss)

  1.55%

  1.77%

  .83%A

Supplemental Data

 

 

 

Net assets, end of period (in millions)

$ 1,078

$ 674

$ 145

Portfolio turnover rateF

  82%

  98%

  79%

A Annualized

B Total returns for period of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.77

$ 23.91

$ 47.73

$ 36.71

$ 30.68

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .41

  .39

  .53

  .55

  .51

Net realized and unrealized gain (loss)

  3.55

  4.86

  (22.24)

  11.85

  7.25

Total from investment operations

  3.96

  5.25

  (21.71)

  12.40

  7.76

Distributions from net investment income

  (.38)

  (.39)

  (.44)

  (.40)

  (.33)

Distributions from net realized gain

  (.04)

  -

  (1.67)

  (.98)

  (1.40)

Total distributions

  (.42)

  (.39)

  (2.11)

  (1.38)

  (1.73)

Redemption fees added to paid in capital B,F

  -

  -

  -

  -

  -

Net asset value, end of period

$ 32.31

$ 28.77

$ 23.91

$ 47.73

$ 36.71

Total Return A

  13.84%

  22.52%

  (47.51)%

  34.93%

  26.45%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  .99%

  1.05%

  1.05%

  .97%

  1.00%

Expenses net of fee waivers, if any

  .99%

  1.05%

  1.05%

  .97%

  1.00%

Expenses net of all reductions

  .95%

  1.00%

  1.01%

  .94%

  .95%

Net investment income (loss)

  1.40%

  1.60%

  1.54%

  1.36%

  1.49%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 319

$ 267

$ 159

$ 58

$ 28

Portfolio turnover rateD

  82%

  98%

  79%

  56%

  56%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

(Amounts in thousands except ratios)

1. Organization.

Fidelity International Discovery Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, International Discovery, Class K and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements.

Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

(ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in significant transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds,including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 1,665,347

Gross unrealized depreciation

(554,558)

Net unrealized appreciation (depreciation)

$ 1,110,789

 

 

Tax Cost

$ 9,060,967

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 167,811

Capital loss carryforward

$ (1,803,058)

Net unrealized appreciation (depreciation)

$ 1,112,591

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 129,796

$ 107,705

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the SEC which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

4. Operating Policies - continued

Repurchase Agreements - continued

The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $7,811,097 and $8,569,062, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± 20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of International Discovery share class as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .75% of the Fund's average net assets.

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total
Fees

Retained
by FDC

Class A

-%

.25%

$ 1,036

$ 43

Class T

.25%

.25%

447

-*

Class B

.75%

.25%

156

117

Class C

.75%

.25%

445

40

 

 

 

$ 2,084

$ 200

* Amount represents four hundred sixty dollars.

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 65

Class T

12

Class B*

31

Class C*

2

 

$ 110

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Class K. FIIOC receives an asset-based fee of Class K's average net assets. FIIOC pays for typesetting, printing and mailing of

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 1,216

.29

Class T

281

.31

Class B

52

.33

Class C

136

.31

International Discovery

20,622

.26

Class K

437

.05

Institutional Class

627

.20

 

$ 23,371

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $10 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end there was no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average
Interest Rate

Interest
Expense

Borrower

$ 31,133

.45%

$ 12

Annual Report

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $38 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $6,155. During the period, there were no securities loaned to FCM.

9. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. The average daily loan balance during the period for which loans were outstanding amounted to $8,212. The weighted average interest rate was .71%. The interest expense amounted to one hundred sixty-two dollars under the bank borrowing program. At period end, there were no bank borrowings outstanding.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

10. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $4,562 for the period.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Class A

$ 3,889

$ 3,982

Class T

633

533

Class B

37

-

Class C

71

30

International Discovery

98,508

96,783

Class K

9,602

3,616

Institutional Class

3,682

2,761

Total

$ 116,422

$ 107,705

From net realized gain

 

 

Class A

$ 555

$ -

Class T

119

-

Class B

23

-

Class C

61

-

International Discovery

11,290

-

Class K

935

-

Institutional Class

391

-

Total

$ 13,374

$ -

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009A

2010

2009A

Class A

 

 

 

 

Shares sold

4,849

5,354

$ 142,203

$ 128,318

Reinvestment of distributions

120

132

3,654

2,786

Shares redeemed

(7,259)

(7,017)

(215,574)

(163,223)

Net increase (decrease)

(2,290)

(1,531)

$ (69,717)

$ (32,119)

Annual Report

12. Share Transactions - continued

 

Shares

Dollars

Years ended October 31,

2010

2009A

2010

2009A

Class T

 

 

 

 

Shares sold

1,165

1,335

$ 34,154

$ 31,263

Reinvestment of distributions

24

24

716

507

Shares redeemed

(1,228)

(1,140)

(35,631)

(25,765)

Net increase (decrease)

(39)

219

$ (761)

$ 6,005

Class B

 

 

 

 

Shares sold

105

161

$ 3,047

$ 3,835

Reinvestment of distributions

2

-

54

-

Shares redeemed

(227)

(227)

(6,544)

(5,155)

Net increase (decrease)

(120)

(66)

$ (3,443)

$ (1,320)

Class C

 

 

 

 

Shares sold

356

920

$ 10,567

$ 20,539

Reinvestment of distributions

4

1

116

26

Shares redeemed

(515)

(953)

(14,926)

(22,201)

Net increase (decrease)

(155)

(32)

$ (4,243)

$ (1,636)

International Discovery

 

 

 

 

Shares sold

55,460

74,803

$ 1,640,231

$ 1,831,653

Conversion to Class K

-

(12,549)

-

(279,461)

Reinvestment of distributions

3,453

4,362

105,461

92,471

Shares redeemed

(89,239)

(77,871)

(2,636,183)

(1,831,786)

Net increase (decrease)

(30,326)

(11,255)

$ (890,491)

$ (187,123)

Class K

 

 

 

 

Shares sold

16,961

10,015

$ 491,304

$ 246,074

Conversion from International Discovery

-

12,572

-

279,461

Reinvestment of distributions

346

171

10,537

3,616

Shares redeemed

(7,377)

(5,401)

(215,813)

(128,754)

Net increase (decrease)

9,930

17,357

$ 286,028

$ 400,397

Institutional Class

 

 

 

 

Shares sold

4,322

10,440

$ 127,580

$ 235,326

Reinvestment of distributions

36

41

1,083

875

Shares redeemed

(3,773)

(7,843)

(108,068)

(169,915)

Net increase (decrease)

585

2,638

$ 20,595

$ 66,286

A Conversion transactions for Class K and International Discovery are for the period November 1, 2008 though August 31, 2009.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

13. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity International Discovery Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity International Discovery Fund (a fund of Fidelity Investment Trust) at October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity International Discovery Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 17, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Annual Report

Trustees and Officers - continued

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

Annual Report

Trustees and Officers - continued

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002- 2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007- 2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Annual Report

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity International Discovery Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Fidelity International
Discovery Fund

12/06/10

12/03/10

$0.423

$0.155

Fidelity International Discovery Fund designates 100% of the dividend distributed in December during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Fidelity International
Discovery Fund

12/07/09

$0.346

$0.0296

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Discovery Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured over multiple periods against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, as available, the cumulative total returns of Institutional Class (Class I) and the retail class of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. The returns of the retail class and Class B show the performance of the highest performing class (based on five-year performance) and the lowest performing class (based on three-year performance), respectively. The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Fidelity International Discovery Fund

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The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class of the fund (the class with the longer performance record) was in the third quartile for the one-year period and the second quartile for the three- and five-year periods. The Board also noted that the investment performance of the retail class of the fund compared favorably to its benchmark for the three- and five-year periods, although the fund's one-year cumulative total return was lower than its benchmark. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 15% means that 85% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Fidelity International Discovery Fund

cjc411

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, Institutional Class, the retail class, and Class K ranked below its competitive median for 2009 and the total expenses of Class T ranked above its competitive median for 2009. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your personal investments via your telephone or PC. You can access your account information, conduct trades and research your investments 24 hours a day.

By Phone

Fidelity Automated Service Telephone provides a single toll-free number to access account balances, positions, quotes and trading. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

(phone_graphic)

Fidelity Automated
Service Telephone (FAST
®)
1-800-544-5555

Press

cjc295For mutual fund and brokerage trading.

cjc297For quotes.*

cjc299For account balances and holdings.

cjc301To review orders and mutual
fund activity.

cjc303To change your PIN.

cjc305cjc307To speak to a Fidelity representative.

By PC

Fidelity's web site on the Internet provides a wide range of information, including daily financial news, fund performance, interactive planning tools and news about Fidelity products and services.

(computer_graphic)

Fidelity's Web Site
www.fidelity.com

* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

Annual Report

To Visit Fidelity

For directions and hours, 
please call 1-800-544-9797.

Arizona

7001 West Ray Road
Chandler, AZ

15445 N. Scottsdale Road
Scottsdale, AZ

17550 North 75th Avenue
Glendale, AZ

5330 E. Broadway Blvd
Tucson, AZ

California

815 East Birch Street
Brea, CA

1411 Chapin Avenue
Burlingame, CA

851 East Hamilton Avenue
Campbell, CA

601 Larkspur Landing Circle
Larkspur, CA

2000 Avenue of the Stars
Los Angeles, CA

27101 Puerta Real
Mission Viejo, CA

73575 El Paseo
Palm Desert, CA

251 University Avenue
Palo Alto, CA

123 South Lake Avenue
Pasadena, CA

16656 Bernardo Ctr. Drive
Rancho Bernardo, CA

1220 Roseville Parkway
Roseville, CA

1740 Arden Way
Sacramento, CA

7676 Hazard Center Drive
San Diego, CA

11943 El Camino Real
San Diego, CA

8 Montgomery Street
San Francisco, CA

3793 State Street
Santa Barbara, CA

1200 Wilshire Boulevard
Santa Monica, CA

398 West El Camino Real
Sunnyvale, CA

111 South Westlake Blvd
Thousand Oaks, CA

21701 Hawthorne Boulevard
Torrance, CA

2001 North Main Street
Walnut Creek, CA

6326 Canoga Avenue
Woodland Hills, CA

2211 Michelson Drive
Irvine, CA

Colorado

281 East Flatiron Circle
Broomfield, CO

1625 Broadway
Denver, CO

9185 Westview Road
Lone Tree, CO

Connecticut

48 West Putnam Avenue
Greenwich, CT

265 Church Street
New Haven, CT

300 Atlantic Street
Stamford, CT

29 South Main Street
West Hartford, CT

1261 Post Road
Fairfield, CT

Delaware

400 Delaware Avenue
Wilmington, DE

Florida

175 East Altamonte Drive
Altamonte Springs, FL

1400 Glades Road
Boca Raton, FL

121 Alhambra Plaza
Coral Gables, FL

2948 N. Federal Highway
Ft. Lauderdale, FL

4671 Town Center Parkway
Jacksonville, FL

8880 Tamiami Trail, North
Naples, FL

230 Royal Palm Way
Palm Beach, FL

3501 PGA Boulevard
Palm Beach Gardens, FL

3550 Tamiami Trail, South
Sarasota, FL

1502 N. Westshore Blvd.
Tampa, FL

2465 State Road 7
Wellington, FL

Georgia

3242 Peachtree Road
Atlanta, GA

1000 Abernathy Road
Atlanta, GA

Illinois

One North LaSalle Street
Chicago, IL

401 North Michigan Avenue
Chicago, IL

One Skokie Valley Road
Highland Park, IL

1415 West 22nd Street
Oak Brook, IL

15105 S LaGrange Road
Orland Park, IL

1572 East Golf Road
Schaumburg, IL

1823 Freedom Drive
Naperville, IL

Indiana

8480 Keystone Crossing
Indianapolis, IN

Kansas

5400 College Boulevard
Overland Park, KS

Maine

Three Canal Plaza
Portland, ME

Maryland

7315 Wisconsin Avenue
Bethesda, MD

610 York Road
Towson, MD

Massachusetts

801 Boylston Street
Boston, MA

155 Congress Street
Boston, MA

300 Granite Street
Braintree, MA

44 Mall Road
Burlington, MA

238 Main Street
Cambridge, MA

200 Endicott Street
Danvers, MA

Fidelity Brokerage Services, Inc., 100 Summer St., Boston, MA 02110 Member NYSE/SIPC

Annual Report

405 Cochituate Road
Framingham, MA

551 Boston Turnpike
Shrewsbury, MA

Michigan

500 E. Eisenhower Pkwy.
Ann Arbor, MI

280 N. Old Woodward Ave.
Birmingham, MI

30200 Northwestern Hwy.
Farmington Hills, MI

43420 Grand River Avenue
Novi, MI

3480 28th Street
Grand Rapids, MI

2425 S. Linden Road STE E
Flint, MI

Minnesota

7740 France Avenue South
Edina, MN

8342 3rd Street North
Oakdale, MN

Missouri

1524 South Lindbergh Blvd.
St. Louis, MO

Nevada

2225 Village Walk Drive
Henderson, NV

New Jersey

501 Route 73 South
Marlton, NJ

150 Essex Street
Millburn, NJ

35 Morris Street
Morristown, NJ

396 Route 17, North
Paramus, NJ

3518 Route 1 North
Princeton, NJ

530 Broad Street
Shrewsbury, NJ

New Mexico

2261 Q Street NE
Albuquerque, NM

New York

1130 Franklin Avenue
Garden City, NY

37 West Jericho Turnpike
Huntington Station, NY

1271 Avenue of the Americas
New York, NY

980 Madison Avenue
New York, NY

61 Broadway
New York, NY

350 Park Avenue
New York, NY

200 Fifth Avenue
New York, NY

733 Third Avenue
New York, NY

2070 Broadway
New York, NY

1075 Northern Blvd.
Roslyn, NY

799 Central Park Avenue
Scarsdale, NY

3349 Monroe Avenue
Rochester, NY

North Carolina

4611 Sharon Road
Charlotte, NC

7011 Fayetteville Road
Durham, NC

Ohio

3805 Edwards Road
Cincinnati, OH

1324 Polaris Parkway
Columbus, OH

1800 Crocker Road
Westlake, OH

28699 Chagrin Boulevard
Woodmere Village, OH

Oregon

7493 SW Bridgeport Road
Tigard, OR

Pennsylvania

600 West DeKalb Pike
King of Prussia, PA

1735 Market Street
Philadelphia, PA

12001 Perry Highway
Wexford, PA

Rhode Island

10 Memorial Boulevard
Providence, RI

Tennessee

3018 Peoples Street
Johnson City, TN

7628 West Farmington Blvd.
Germantown, TN

2035 Mallory Lane
Franklin, TN

Texas

10000 Research Boulevard
Austin, TX

4001 Northwest Parkway
Dallas, TX

12532 Memorial Drive
Houston, TX

2701 Drexel Drive
Houston, TX

6560 Fannin Street
Houston, TX

1701 Lake Robbins Drive
The Woodlands, TX

6500 N. MacArthur Blvd.
Irving, TX

6005 West Park Boulevard
Plano, TX

1576 East Southlake Blvd.
Southlake, TX

15600 Southwest Freeway
Sugar Land, TX

139 N. Loop 1604 East
San Antonio, TX

Utah

279 West South Temple
Salt Lake City, UT

Virginia

1861 International Drive
McLean, VA

11957 Democracy Drive
Reston, VA

Washington

10500 NE 8th Street
Bellevue, WA

1518 6th Avenue
Seattle, WA

304 Strander Blvd
Tukwila, WA

Washington, DC

1900 K Street, N.W.
Washington, DC

Wisconsin

16020 West Bluemound Road
Brookfield, WI

Annual Report

To Write Fidelity

We'll give your correspondence immediate attention and send you written confirmation upon completion of your request.

(letter_graphic)

Making Changes
To Your Account

(such as changing name, address, bank, etc.)

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0002

(letter_graphic)

For Non-Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

(letter_graphic)

For Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors (U.K.) Limited
Fidelity Management & Research
(Hong Kong) Limited
Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

The Northern Trust Company
Chicago, IL

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

Exchanges/Redemptions
and Account Assistance 1-800-544-6666

Product Information 1-800-544-8888

Retirement Accounts 1-800-544-4774
(8 a.m. - 9 p.m.)

TDD Service 1-800-544-0118
for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)

Fidelity Automated Service
Telephone (FAST®) cjc170
1-800-544-5555

cjc170
Automated line for quickest service

IGI-UANN-1210
1.807257.106

cjc422

Fidelity®
International Discovery
Fund -
Class K

Annual Report

October 31, 2010

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-835-5092 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

Class KA,B

13.96%

4.59%

5.29%

A The initial offering of Class K shares took place on May 9, 2008. Returns prior to May 9, 2008 are those of Fidelity® International Discovery Fund, the original class of the fund.

B Prior to October 1, 2004, the fund operated under certain different investment policies. The fund's historical performances may not represent its current investment policies.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity® International Discovery Fund - Class K on October 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE ® (Europe, Australasia, Far East) Index performed over the same period. The initial offering of Class K took place on May 9, 2008. See above for additional information regarding the performance of Class K.

cjc436

Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from William Kennedy, Portfolio Manager of Fidelity® International Discovery Fund: For the 12 months ending October 31, 2010, the fund's Class K shares returned 13.96%, beating the 8.49% return of the MSCI EAFE® (Europe, Australasia, Far East) Index. Stock selection drove relative performance, with particularly strong gains coming from investments in emerging markets, as well as the consumer discretionary, information technology, health care and industrials sectors. Top contributors included Elekta, a Swedish manufacturer of radiation-therapy equipment that benefited from successful product launches and an increase in capital spending by hospitals, and SSL International, a U.K. health care company that received a handsome buyout offer. I sold SSL. In consumer discretionary - which increased as a percentage of fund assets - strong gains at Carphone Warehouse Group, a U.K. cell phone retailer, were fueled in part by an expanding partnership with big-box electronics retailer Best Buy. All three holdings were out-of-index positions. Detractors were minimal, with underweightings in consumer staples and materials just nicking results. Stock disappointments included HeidelbergCement, a German cement company whose U.S. business was hurt by the weak housing market, and Swiss investment bank UBS, whose revenue slowed more than expected.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2009 to October 31, 2010

Class A

1.32%

 

 

 

Actual

 

$ 1,000.00

$ 1,071.90

$ 6.89

Hypothetical A

 

$ 1,000.00

$ 1,018.55

$ 6.72

Class T

1.57%

 

 

 

Actual

 

$ 1,000.00

$ 1,070.70

$ 8.19

Hypothetical A

 

$ 1,000.00

$ 1,017.29

$ 7.98

Class B

2.08%

 

 

 

Actual

 

$ 1,000.00

$ 1,067.90

$ 10.84

Hypothetical A

 

$ 1,000.00

$ 1,014.72

$ 10.56

Class C

2.07%

 

 

 

Actual

 

$ 1,000.00

$ 1,067.70

$ 10.79

Hypothetical A

 

$ 1,000.00

$ 1,014.77

$ 10.51

International Discovery

1.02%

 

 

 

Actual

 

$ 1,000.00

$ 1,073.70

$ 5.33

Hypothetical A

 

$ 1,000.00

$ 1,020.06

$ 5.19

Class K

.82%

 

 

 

Actual

 

$ 1,000.00

$ 1,074.80

$ 4.29

Hypothetical A

 

$ 1,000.00

$ 1,021.07

$ 4.18

Institutional Class

.97%

 

 

 

Actual

 

$ 1,000.00

$ 1,074.10

$ 5.07

Hypothetical A

 

$ 1,000.00

$ 1,020.32

$ 4.94

A 5% return per year before expenses

*Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

cjc132

United Kingdom 20.9%

 

cjc134

Japan 12.1%

 

cjc136

France 8.8%

 

cjc138

Switzerland 7.0%

 

cjc140

Germany 6.6%

 

cjc142

United States of America 4.3%

 

cjc144

Spain 3.8%

 

cjc146

Denmark 3.3%

 

cjc148

Australia 3.0%

 

cjc150

Other 30.2%

 

cjc448

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

cjc132

United Kingdom 20.0%

 

cjc134

Japan 18.7%

 

cjc136

France 9.6%

 

cjc138

Switzerland 7.2%

 

cjc140

Germany 6.7%

 

cjc142

Netherlands 3.8%

 

cjc144

Australia 3.0%

 

cjc146

Spain 3.0%

 

cjc148

United States of America 2.3%

 

cjc150

Other 25.7%

 

cjc460

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation (% of fund's net assets)

 

As of
October 31, 2010

As of
April 30, 2010

Stocks

98.6

99.3

Short-Term Investments and Net Other Assets

1.4

0.7

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

BHP Billiton PLC (United Kingdom, Metals & Mining)

1.9

1.3

Royal Dutch Shell PLC Class B (United Kingdom, Oil, Gas & Consumable Fuels)

1.9

2.0

BP PLC (United Kingdom, Oil, Gas & Consumable Fuels)

1.6

1.2

Nestle SA (Switzerland, Food Products)

1.6

1.4

Novartis AG (Switzerland, Pharmaceuticals)

1.5

1.2

Novo Nordisk AS Series B (Denmark, Pharmaceuticals)

1.4

0.9

HSBC Holdings PLC (United Kingdom) (United Kingdom, Commercial Banks)

1.3

1.9

Bayerische Motoren Werke AG (BMW) (Germany, Automobiles)

1.3

0.9

SOFTBANK CORP. (Japan, Wireless Telecommunication Services)

1.3

0.8

LVMH Moet Hennessy - Louis Vuitton (France, Textiles, Apparel & Luxury Goods)

1.2

0.6

 

15.0

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

22.0

21.6

Consumer Discretionary

20.8

15.7

Industrials

9.5

11.0

Materials

9.3

9.6

Health Care

9.1

9.1

Consumer Staples

8.6

7.8

Energy

6.4

7.8

Information Technology

6.1

11.1

Telecommunication Services

6.2

4.0

Utilities

0.6

1.6

Annual Report

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 97.2%

Shares

Value (000s)

Australia - 3.0%

Australia & New Zealand Banking Group Ltd.

4,456,031

$ 108,304

JB Hi-Fi Ltd. (d)

1,401,880

27,302

Macquarie Group Ltd.

1,446,043

51,282

Newcrest Mining Ltd.

1,300,681

50,918

Wesfarmers Ltd.

1,097,894

35,644

Westfield Group unit

2,381,694

28,885

TOTAL AUSTRALIA

302,335

Bailiwick of Jersey - 0.6%

Experian PLC

3,677,200

42,742

Informa PLC

2,335,767

16,316

TOTAL BAILIWICK OF JERSEY

59,058

Belgium - 1.2%

Anheuser-Busch InBev SA NV

1,791,980

112,293

EVS Broadcast Equipment SA

89,263

5,602

TOTAL BELGIUM

117,895

Bermuda - 1.1%

Huabao International Holdings Ltd.

27,748,000

41,812

Li & Fung Ltd.

4,808,000

25,401

Noble Group Ltd.

26,477,364

38,050

Sihuan Pharmaceutical Holdings Group Ltd.

496,000

360

TOTAL BERMUDA

105,623

Brazil - 1.7%

Banco ABC Brasil SA

572,000

5,635

Banco Santander (Brasil) SA ADR

1,896,000

27,302

Diagnosticos da America SA

2,508,000

30,959

Drogasil SA

1,040,700

26,323

Souza Cruz Industria Comerico

1,579,500

81,157

TOTAL BRAZIL

171,376

British Virgin Islands - 0.3%

HLS Systems International Ltd. (a)(d)

610,767

7,720

Playtech Ltd. (d)

3,758,978

26,966

TOTAL BRITISH VIRGIN ISLANDS

34,686

Canada - 1.8%

First Quantum Minerals Ltd.

249,300

21,831

InterOil Corp. (a)(d)

247,600

17,624

Niko Resources Ltd.

483,100

46,088

Open Text Corp. (a)

769,600

34,047

Common Stocks - continued

Shares

Value (000s)

Canada - continued

Pan American Silver Corp.

843,000

$ 26,909

Petrobank Energy & Resources Ltd. (a)

813,500

32,376

TOTAL CANADA

178,875

Cayman Islands - 2.4%

Belle International Holdings Ltd.

9,430,000

17,032

Bosideng International Holdings Ltd.

81,544,000

41,239

China Lodging Group Ltd. ADR (d)

344,759

8,381

Ctrip.com International Ltd. sponsored ADR (a)

505,000

26,295

Eurasia Drilling Co. Ltd. GDR (f)

257,900

6,576

Hengdeli Holdings Ltd.

75,304,000

41,775

Mongolian Mining Corp.

15,168,000

16,418

Perfect World Co. Ltd. sponsored ADR Class B (a)

771,187

24,986

Shenguan Holdings Group Ltd.

21,268,000

27,713

TPK Holdings Co.

25,000

413

Want Want China Holdings Ltd.

36,693,000

33,847

TOTAL CAYMAN ISLANDS

244,675

China - 1.2%

Baidu.com, Inc. sponsored ADR (a)

348,900

38,382

China Merchants Bank Co. Ltd. (H Shares)

18,516,200

52,554

Comba Telecom Systems Holdings Ltd. (d)

7,504,420

8,520

Minth Group Ltd.

2,146,000

4,014

Zhaojin Mining Industry Co. Ltd. (H Shares)

2,492,000

7,748

ZTE Corp. (H Shares) (d)

2,362,096

8,776

TOTAL CHINA

119,994

Cyprus - 0.0%

Aisi Realty Public Ltd. (a)(e)

21,633,000

607

Denmark - 3.3%

Carlsberg AS Series B

673,200

73,612

Novo Nordisk AS Series B

1,311,389

137,673

Pandora A/S

758,300

36,789

William Demant Holding AS (a)

1,094,900

82,070

TOTAL DENMARK

330,144

Egypt - 0.2%

Orascom Construction Industries SAE GDR

443,300

20,525

France - 8.8%

Accor SA

732,241

30,021

Atos Origin SA (a)

1,202,978

55,615

AXA SA

2,162,866

39,365

Common Stocks - continued

Shares

Value (000s)

France - continued

BNP Paribas SA

983,966

$ 71,948

Carrefour SA

973,625

52,537

Compagnie Generale de Geophysique SA (a)

1,085,600

25,352

Edenred (a)

552,100

11,562

Essilor International SA

566,366

37,812

GDF Suez

760,000

30,329

Iliad Group SA (d)

509,521

57,356

LVMH Moet Hennessy - Louis Vuitton

797,092

124,886

Pernod-Ricard SA

388,925

34,478

PPR SA

664,000

108,838

Sanofi-Aventis

317,944

22,270

Schneider Electric SA

588,962

83,590

Societe Generale Series A

1,175,263

70,360

Unibail-Rodamco

118,400

24,663

TOTAL FRANCE

880,982

Germany - 5.2%

Bayerische Motoren Werke AG (BMW)

1,818,327

130,326

Fresenius Medical Care AG & Co. KGaA

964,000

61,394

GEA Group AG

2,030,727

53,094

HeidelbergCement AG

245,167

12,822

Kabel Deutschland Holding AG

1,258,000

56,636

MAN SE

529,280

58,181

Metro AG

439,200

30,776

Siemens AG

1,089,506

124,433

TOTAL GERMANY

527,662

Greece - 0.2%

Coca-Cola Hellenic Bottling Co. SA

692,200

17,915

Hong Kong - 1.6%

AIA Group Ltd.

5,311,400

15,795

Henderson Land Development Co. Ltd.

3,760,700

26,709

I.T Ltd.

21,016,000

17,732

Techtronic Industries Co. Ltd.

65,201,500

66,032

Wharf Holdings Ltd.

4,890,000

32,111

TOTAL HONG KONG

158,379

India - 2.8%

Adani Enterprises Ltd.

1,982,014

31,500

Gitanjali Gems Ltd.

2,506,415

16,763

Housing Development Finance Corp. Ltd.

1,506,925

23,380

IndusInd Bank Ltd.

2,074,982

12,340

Common Stocks - continued

Shares

Value (000s)

India - continued

INFO Edge India Ltd.

679,326

$ 10,427

Infrastructure Development Finance Co. Ltd.

3,122,908

14,094

Larsen & Toubro Ltd.

783,228

35,831

LIC Housing Finance Ltd.

1,481,322

44,801

Reliance Industries Ltd.

903,416

22,343

Rural Electrification Corp. Ltd.

2,750,582

23,001

Shriram Transport Finance Co. Ltd.

621,359

12,356

State Bank of India

217,944

15,491

The Jammu & Kashmir Bank Ltd.

545,569

11,206

Titan Industries Ltd.

160,588

12,869

TOTAL INDIA

286,402

Indonesia - 0.7%

PT Bank Rakyat Indonesia Tbk

19,678,500

25,100

PT Tower Bersama Infrastructure Tbk

4,813,500

1,373

PT XL Axiata Tbk (a)

67,983,500

43,738

TOTAL INDONESIA

70,211

Ireland - 0.5%

Ingersoll-Rand Co. Ltd.

731,600

28,759

James Hardie Industries NV unit (a)

3,882,491

20,501

TOTAL IRELAND

49,260

Israel - 0.2%

Israel Chemicals Ltd.

1,513,500

23,150

Italy - 1.4%

Intesa Sanpaolo SpA

5,602,109

19,702

Intesa Sanpaolo SpA (Risparmio Shares)

6,681,302

18,305

Prysmian SpA

964,200

18,689

Saipem SpA

1,876,915

83,389

TOTAL ITALY

140,085

Japan - 12.1%

ABC-Mart, Inc.

1,529,000

52,005

Asics Corp.

2,858,000

30,864

Canon, Inc.

1,331,350

61,286

Cosmos Pharmaceutical Corp.

543,200

17,099

Denso Corp.

1,577,500

49,057

Don Quijote Co. Ltd.

808,400

22,091

eAccess Ltd.

24,546

17,905

Fast Retailing Co. Ltd.

89,100

11,671

Goldcrest Co. Ltd.

161,770

3,492

Common Stocks - continued

Shares

Value (000s)

Japan - continued

Honda Motor Co. Ltd.

1,736,200

$ 62,588

JSR Corp.

2,283,400

39,527

Keyence Corp.

192,600

47,749

Komatsu Ltd.

1,833,900

44,823

Mazda Motor Corp.

14,841,000

37,718

Misumi Group, Inc.

825,300

17,692

Mitsubishi Corp.

1,980,200

47,564

Mitsubishi UFJ Financial Group, Inc.

12,527,700

58,141

Mitsui & Co. Ltd.

2,230,900

35,086

Mizuho Financial Group, Inc.

17,803,700

25,821

Nichi-iko Pharmaceutical Co. Ltd.

932,200

32,877

Nintendo Co. Ltd.

88,400

22,905

Omron Corp.

1,439,900

33,425

ORIX Corp.

1,209,560

110,329

Osaka Securities Exchange Co. Ltd.

1,866

9,391

Rakuten, Inc.

80,045

61,673

Ricoh Co. Ltd.

3,021,000

42,260

Sawai Pharmaceutical Co. Ltd. (d)

160,300

14,004

SOFTBANK CORP.

4,003,100

128,560

Sony Financial Holdings, Inc.

7,099

24,701

Start Today Co. Ltd.

7,249

22,548

Sumitomo Mitsui Financial Group, Inc.

1,151,300

34,364

TOTAL JAPAN

1,219,216

Korea (South) - 1.5%

Hyundai Motor Co.

192,345

29,078

Kia Motors Corp.

912,890

36,451

NCsoft Corp.

97,952

21,559

NHN Corp. (a)

123,150

21,848

Samsung Electronics Co. Ltd.

38,175

25,292

Shinhan Financial Group Co. Ltd.

421,030

16,306

TOTAL KOREA (SOUTH)

150,534

Luxembourg - 0.3%

Millicom International Cellular SA

282,400

26,715

Mauritius - 0.2%

MakeMyTrip Ltd.

456,425

16,500

Mexico - 0.4%

Wal-Mart de Mexico SA de CV Series V

14,883,600

40,708

Netherlands - 2.2%

AEGON NV (a)

3,601,200

22,818

Gemalto NV (d)

704,193

32,061

Common Stocks - continued

Shares

Value (000s)

Netherlands - continued

ING Groep NV (Certificaten Van Aandelen) unit (a)

4,878,900

$ 52,185

Koninklijke Philips Electronics NV

2,283,638

69,639

LyondellBasell Industries NV Class A (a)

1,230,700

33,057

Randstad Holdings NV (a)

229,781

10,935

TOTAL NETHERLANDS

220,695

Norway - 1.6%

Aker Solutions ASA

1,903,800

28,983

DnB NOR ASA

5,226,955

71,723

Telenor ASA

1,549,800

24,982

Yara International ASA

620,300

32,607

TOTAL NORWAY

158,295

Poland - 0.1%

Eurocash SA

980,199

9,009

Qatar - 0.2%

Commercial Bank of Qatar GDR (Reg. S)

5,094,802

23,345

Singapore - 0.3%

Keppel Corp. Ltd.

4,295,000

33,118

South Africa - 2.2%

African Rainbow Minerals Ltd.

607,700

15,503

AngloGold Ashanti Ltd. sponsored ADR

816,100

38,446

Clicks Group Ltd.

7,968,139

51,983

Mr Price Group Ltd.

3,702,400

33,646

Sanlam Ltd.

7,188,000

26,946

Standard Bank Group Ltd.

1,349,000

19,893

Woolworths Holdings Ltd.

9,804,233

38,419

TOTAL SOUTH AFRICA

224,836

Spain - 3.8%

Antena 3 Television SA

2,176,200

22,226

Banco Bilbao Vizcaya Argentaria SA

4,146,934

54,620

Banco Santander SA

8,695,646

111,585

Gestevision Telecinco SA

2,269,700

28,948

Inditex SA (d)

398,393

33,266

Prosegur Compania de Seguridad SA (Reg.)

479,200

28,712

Telefonica SA

3,645,705

98,491

TOTAL SPAIN

377,848

Sweden - 1.7%

Elekta AB (B Shares)

2,194,000

83,011

Common Stocks - continued

Shares

Value (000s)

Sweden - continued

H&M Hennes & Mauritz AB (B Shares)

1,301,280

$ 45,846

Modern Times Group MTG AB (B Shares)

579,300

41,538

TOTAL SWEDEN

170,395

Switzerland - 7.0%

Adecco SA (Reg.)

243,346

13,597

Compagnie Financiere Richemont SA Series A

692,855

34,546

Credit Suisse Group

644,315

26,666

Kuehne & Nagel International AG

197,400

24,406

Lonza Group AG

349,225

30,564

Nestle SA

2,845,723

155,823

Novartis AG

2,677,083

155,070

Partners Group Holding

176,756

32,322

Schindler Holding AG (participation certificate)

228,540

24,494

Sonova Holding AG Class B

213,178

24,689

The Swatch Group AG (Bearer)

175,550

67,074

UBS AG (a)

3,459,090

58,744

Zurich Financial Services AG

251,733

61,607

TOTAL SWITZERLAND

709,602

Taiwan - 0.5%

HTC Corp.

2,247,850

50,752

Thailand - 0.4%

Bangkok Bank Public Co. Ltd. (For. Reg.)

8,336,000

43,016

Turkey - 0.7%

Boyner Buyuk Magazacilik AS (a)(e)

4,833,645

11,256

Dogus Otomotiv Servis ve Ticaret AS (a)

2,849,000

21,452

Turkiye Garanti Bankasi AS

6,816,000

41,819

TOTAL TURKEY

74,527

United Kingdom - 20.9%

Aberdeen Asset Management PLC

12,139,132

34,580

Aegis Group PLC

12,834,711

25,848

Anglo American PLC (United Kingdom)

1,583,300

73,767

AstraZeneca PLC (United Kingdom)

1,776,034

89,327

Barclays PLC

20,242,493

88,943

BG Group PLC

943,475

18,373

BHP Billiton PLC

5,343,392

189,262

BP PLC

24,342,500

165,439

British Land Co. PLC

2,363,434

19,293

Britvic PLC

5,435,800

42,012

Burberry Group PLC

2,391,800

39,048

Common Stocks - continued

Shares

Value (000s)

United Kingdom - continued

Carphone Warehouse Group PLC (a)

15,119,465

$ 73,761

Cookson Group PLC (a)

1,543,760

12,738

GlaxoSmithKline PLC

6,239,100

121,819

HSBC Holdings PLC (United Kingdom)

12,868,660

133,916

IG Group Holdings PLC

6,526,105

55,259

InterContinental Hotel Group PLC

2,054,000

39,664

International Personal Finance PLC

9,411,888

46,896

International Power PLC

3,956,720

26,454

Legal & General Group PLC

18,411,796

29,616

Lloyds Banking Group PLC (a)

49,557,364

54,463

Micro Focus International PLC

2,166,900

13,255

Ocado Group PLC (a)(d)

14,388,400

32,204

Reckitt Benckiser Group PLC

1,415,031

79,144

Rio Tinto PLC

1,536,344

99,773

Royal Dutch Shell PLC Class B

5,903,573

188,900

Schroders PLC

1,532,400

38,767

SuperGroup PLC

101,212

1,832

TalkTalk Telecom Group PLC (a)

18,424,592

38,936

Ultra Electronics Holdings PLC

614,667

18,327

Vodafone Group PLC

42,989,943

117,503

Wolseley PLC (a)

1,389,264

37,015

Xstrata PLC

3,171,800

61,463

TOTAL UNITED KINGDOM

2,107,597

United States of America - 2.9%

AsiaInfo Holdings, Inc. (a)(d)

717,700

15,947

CF Industries Holdings, Inc.

273,800

33,549

Freeport-McMoRan Copper & Gold, Inc.

420,100

39,775

NII Holdings, Inc. (a)

1,802,500

75,363

The Mosaic Co.

376,200

27,523

Virgin Media, Inc. (d)

2,966,300

75,433

Walter Energy, Inc.

286,800

25,227

TOTAL UNITED STATES OF AMERICA

292,817

TOTAL COMMON STOCKS

(Cost $8,518,349)

9,789,364

Nonconvertible Preferred Stocks - 1.4%

Shares

Value (000s)

Germany - 1.4%

ProSiebenSat.1 Media AG

783,800

$ 20,711

Volkswagen AG

789,800

118,688

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $105,062)

139,399

Money Market Funds - 2.2%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)

100,758,575

100,759

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

123,571,582

123,572

TOTAL MONEY MARKET FUNDS

(Cost $224,331)

224,331

Cash Equivalents - 0.2%

Maturity Amount (000s)

 

Investments in repurchase agreements in a joint trading account at 0.22%, dated 10/29/10 due 11/1/10 (Collateralized by U.S. Treasury Obligations) #
(Cost $18,662)

$ 18,662

18,662

TOTAL INVESTMENT PORTFOLIO - 101.0%

(Cost $8,866,404)

10,171,756

NET OTHER ASSETS (LIABILITIES) - (1.0)%

(99,606)

NET ASSETS - 100%

$ 10,072,150

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Affiliated company

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $6,576,000 or 0.1% of net assets.

# Additional information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty

Value
(Amounts in thousands)

$18,662,000 due 11/01/10 at 0.22%

BNP Paribas Securities Corp.

$ 8,683

Banc of America Securities LLC

3,254

Barclays Capital, Inc.

6,725

 

$ 18,662

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 127

Fidelity Securities Lending Cash Central Fund

6,155

Total

$ 6,282

Other Affiliated Issuers

An affiliated company is a company in which the Fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate
(Amounts in thousands)

Value, beginning of period

Purchases

Sales Proceeds

Dividend Income

Value,
end of
period

Aisi Realty Public Ltd.

$ 1,243

$ -

$ -

$ -

$ 607

Boyner Buyuk Magazacilik AS

-

11,785

-

-

11,256

Total

$ 1,243

$ 11,785

$ -

$ -

$ 11,863

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description
(Amounts in thousands)

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United Kingdom

$ 2,107,597

$ 818,588

$ 1,289,009

$ -

Japan

1,219,216

580,277

638,939

-

France

880,982

833,360

47,622

-

Switzerland

709,602

469,122

240,480

-

Germany

667,061

481,234

185,827

-

Spain

377,848

113,152

264,696

-

Denmark

330,144

192,471

137,673

-

Australia

302,335

302,335

-

-

United States of America

292,817

292,817

-

-

Cyprus

607

-

-

607

Other

3,040,554

2,895,912

144,642

-

Money Market Funds

224,331

224,331

-

-

Cash Equivalents

18,662

-

18,662

-

Total Investments in Securities:

$ 10,171,756

$ 7,203,599

$ 2,967,550

$ 607

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

(Amounts in thousands)

 

Investments in Securities:

Beginning Balance

$ -

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

(636)

Cost of Purchases

-

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in to Level 3

1,243

Transfers out of Level 3

-

Ending Balance

$ 607

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at October 31, 2010

$ (636)

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $1,803,058,000 of which $163,224,000 and $1,639,834,000 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

 Amounts in thousands (except per-share amounts)

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $117,688 and repurchase agreements of $18,662) - See accompanying schedule:

Unaffiliated issuers (cost $8,623,386)

$ 9,935,562

 

Fidelity Central Funds (cost $224,331)

224,331

 

Other affiliated issuers (cost $18,687)

11,863

 

Total Investments (cost $8,866,404)

 

$ 10,171,756

Cash

1

Foreign currency held at value (cost $1,005)

1,005

Receivable for investments sold

74,676

Receivable for fund shares sold

8,906

Dividends receivable

27,141

Distributions receivable from Fidelity Central Funds

250

Other receivables

3,906

Total assets

10,287,641

 

 

 

Liabilities

Payable for investments purchased

$ 61,924

Payable for fund shares redeemed

12,106

Accrued management fee

5,716

Distribution and service plan fees payable

169

Other affiliated payables

1,920

Other payables and accrued expenses

10,084

Collateral on securities loaned, at value

123,572

Total liabilities

215,491

 

 

 

Net Assets

$ 10,072,150

Net Assets consist of:

 

Paid in capital

$ 10,604,504

Undistributed net investment income

120,198

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(1,950,098)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

1,297,546

Net Assets

$ 10,072,150

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

 Amounts in thousands (except per-share amounts)

October 31, 2010

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($391,603 ÷ 12,210.4 shares)

$ 32.07

 

 

 

Maximum offering price per share (100/94.25 of $32.07)

$ 34.03

Class T:
Net Asset Value
and redemption price per share ($91,992 ÷ 2,892.1 shares)

$ 31.81

 

 

 

Maximum offering price per share (100/96.50 of $31.81)

$ 32.96

Class B:
Net Asset Value
and offering price per share ($14,434 ÷ 456.7 shares)A

$ 31.60

 

 

 

Class C:
Net Asset Value
and offering price per share ($43,557 ÷ 1,374.7 shares)A

$ 31.68

 

 

 

International Discovery:
Net Asset Value
, offering price and redemption price per share ($8,133,121 ÷ 251,479.5 shares)

$ 32.34

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($1,078,333 ÷ 33,361.2 shares)

$ 32.32

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($319,110 ÷ 9,877.0 shares)

$ 32.31

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

 Amounts in thousands

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 239,834

Interest

 

2

Income from Fidelity Central Funds

 

6,282

Income before foreign taxes withheld

 

246,118

Less foreign taxes withheld

 

(17,979)

Total income

 

228,139

 

 

 

Expenses

Management fee
Basic fee

$ 68,970

Performance adjustment

3,660

Transfer agent fees

23,371

Distribution and service plan fees

2,084

Accounting and security lending fees

1,801

Custodian fees and expenses

1,632

Independent trustees' compensation

55

Registration fees

223

Audit

117

Legal

49

Interest

12

Miscellaneous

132

Total expenses before reductions

102,106

Expense reductions

(4,562)

97,544

Net investment income (loss)

130,595

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $141)

488,568

Foreign currency transactions

(6,761)

Capital gain distributions from Fidelity Central Funds

14

Total net realized gain (loss)

 

481,821

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $8,661)

637,812

Assets and liabilities in foreign currencies

968

Total change in net unrealized appreciation (depreciation)

 

638,780

Net gain (loss)

1,120,601

Net increase (decrease) in net assets resulting from operations

$ 1,251,196

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

 Amounts in thousands

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 130,595

$ 120,477

Net realized gain (loss)

481,821

(1,782,481)

Change in net unrealized appreciation (depreciation)

638,780

3,333,708

Net increase (decrease) in net assets resulting
from operations

1,251,196

1,671,704

Distributions to shareholders from net investment income

(116,422)

(107,705)

Distributions to shareholders from net realized gain

(13,374)

-

Total distributions

(129,796)

(107,705)

Share transactions - net increase (decrease)

(662,032)

250,490

Redemption fees

291

345

Total increase (decrease) in net assets

459,659

1,814,834

 

 

 

Net Assets

Beginning of period

9,612,491

7,797,657

End of period (including undistributed net investment income of $120,198 and undistributed net investment income of $106,024, respectively)

$ 10,072,150

$ 9,612,491

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.57

$ 23.68

$ 47.34

$ 36.47

$ 30.57

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)C

  .31

  .31

  .46

  .44

  .42

Net realized and unrealized gain (loss)

  3.51

  4.84

  (22.08)

  11.76

  7.19

Total from investment operations

  3.82

  5.15

  (21.62)

  12.20

  7.61

Distributions from net investment income

  (.28)

  (.26)

  (.37)

  (.35)

  (.31)

Distributions from net realized gain

  (.04)

  -

  (1.67)

  (.98)

  (1.40)

Total distributions

  (.32)

  (.26)

  (2.04)

  (1.33)

  (1.71)

Redemption fees added to paid in capital C,G

  -

  -

  -

  -

  -

Net asset value, end of period

$ 32.07

$ 28.57

$ 23.68

$ 47.34

$ 36.47

Total ReturnA,B

  13.43%

  22.14%

  (47.65)%

  34.54%

  26.01%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  1.33%

  1.37%

  1.32%

  1.25%

  1.27%

Expenses net of fee waivers, if any

  1.33%

  1.37%

  1.32%

  1.25%

  1.27%

Expenses net of all reductions

  1.28%

  1.32%

  1.29%

  1.22%

  1.21%

Net investment income (loss)

  1.06%

  1.28%

  1.27%

  1.08%

  1.22%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 392

$ 414

$ 380

$ 417

$ 140

Portfolio turnover rate E

  82%

  98%

  79%

  56%

  56%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.35

$ 23.49

$ 47.06

$ 36.30

$ 30.49

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .23

  .24

  .33

  .29

  .27

Net realized and unrealized gain (loss)

  3.48

  4.81

  (21.94)

  11.71

  7.18

Total from investment operations

  3.71

  5.05

  (21.61)

  12.00

  7.45

Distributions from net investment income

  (.21)

  (.19)

  (.29)

  (.26)

  (.24)

Distributions from net realized gain

  (.04)

  -

  (1.67)

  (.98)

  (1.40)

Total distributions

  (.25)

  (.19)

  (1.96)

  (1.24)

  (1.64)

Redemption fees added to paid in capital C,G

  -

  -

  -

  -

  -

Net asset value, end of period

$ 31.81

$ 28.35

$ 23.49

$ 47.06

$ 36.30

Total Return A,B

  13.14%

  21.79%

  (47.84)%

  34.08%

  25.49%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

  1.60%

  1.65%

  1.68%

  1.63%

  1.71%

Expenses net of fee waivers, if any

  1.60%

  1.65%

  1.68%

  1.63%

  1.71%

Expenses net of all reductions

  1.56%

  1.60%

  1.64%

  1.60%

  1.65%

Net investment income (loss)

  .79%

  1.00%

  .91%

  .70%

  .78%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 92

$ 83

$ 64

$ 53

$ 10

Portfolio turnover rate E

  82%

  98%

  79%

  56%

  56%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.18

$ 23.25

$ 46.70

$ 36.12

$ 30.36

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)C

  .08

  .12

  .15

  .08

  .08

Net realized and unrealized gain (loss)

  3.44

  4.81

  (21.77)

  11.64

  7.19

Total from investment operations

  3.52

  4.93

  (21.62)

  11.72

  7.27

Distributions from net investment income

  (.06)

  -

  (.16)

  (.16)

  (.11)

Distributions from net realized gain

  (.04)

  -

  (1.67)

  (.98)

  (1.40)

Total distributions

  (.10)

  -

  (1.83)

  (1.14)

  (1.51)

Redemption fees added to paid in capital C,G

  -

  -

  -

  -

  -

Net asset value, end of period

$ 31.60

$ 28.18

$ 23.25

$ 46.70

$ 36.12

Total ReturnA,B

  12.52%

  21.20%

  (48.11)%

  33.37%

  24.91%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  2.12%

  2.16%

  2.19%

  2.14%

  2.27%

Expenses net of fee waivers, if any

  2.12%

  2.16%

  2.19%

  2.14%

  2.25%

Expenses net of all reductions

  2.08%

  2.11%

  2.15%

  2.10%

  2.19%

Net investment income (loss)

  .27%

  .49%

  .40%

  .19%

  .24%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 14

$ 16

$ 15

$ 17

$ 4

Portfolio turnover rate E

  82%

  98%

  79%

  56%

  56%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.23

$ 23.31

$ 46.82

$ 36.19

$ 30.41

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .09

  .12

  .15

  .09

  .11

Net realized and unrealized gain (loss)

  3.45

  4.82

  (21.82)

  11.66

  7.19

Total from investment operations

  3.54

  4.94

  (21.67)

  11.75

  7.30

Distributions from net investment income

  (.05)

  (.02)

  (.17)

  (.14)

  (.12)

Distributions from net realized gain

  (.04)

  -

  (1.67)

  (.98)

  (1.40)

Total distributions

  (.09)

  (.02)

  (1.84)

  (1.12)

  (1.52)

Redemption fees added to paid in capital C,G

  -

  -

  -

  -

  -

Net asset value, end of period

$ 31.68

$ 28.23

$ 23.31

$ 46.82

$ 36.19

Total Return A,B

  12.54%

  21.22%

  (48.10)%

  33.38%

  24.97%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  2.09%

  2.14%

  2.17%

  2.11%

  2.16%

Expenses net of fee waivers, if any

  2.09%

  2.14%

  2.17%

  2.11%

  2.16%

Expenses net of all reductions

  2.05%

  2.09%

  2.13%

  2.08%

  2.11%

Net investment income (loss)

  .30%

  .51%

  .42%

  .22%

  .33%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 44

$ 43

$ 36

$ 28

$ 6

Portfolio turnover rate E

  82%

  98%

  79%

  56%

  56%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Discovery

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.79

$ 23.88

$ 47.68

$ 36.67

$ 30.65

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .40

  .37

  .57

  .53

  .48

Net realized and unrealized gain (loss)

  3.54

  4.88

  (22.29)

  11.84

  7.25

Total from investment operations

  3.94

  5.25

  (21.72)

  12.37

  7.73

Distributions from net investment income

  (.35)

  (.34)

  (.41)

  (.38)

  (.31)

Distributions from net realized gain

  (.04)

  -

  (1.67)

  (.98)

  (1.40)

Total distributions

  (.39)

  (.34)

  (2.08)

  (1.36)

  (1.71)

Redemption fees added to paid in capital B,F

  -

  -

  -

  -

  -

Net asset value, end of period

$ 32.34

$ 28.79

$ 23.88

$ 47.68

$ 36.67

Total Return A

  13.76%

  22.47%

  (47.55)%

  34.85%

  26.34%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  1.05%

  1.12%

  1.09%

  1.04%

  1.09%

Expenses net of fee waivers, if any

  1.05%

  1.12%

  1.09%

  1.04%

  1.08%

Expenses net of all reductions

  1.00%

  1.07%

  1.05%

  1.00%

  1.03%

Net investment income (loss)

  1.35%

  1.53%

  1.51%

  1.30%

  1.41%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 8,133

$ 8,114

$ 6,999

$ 14,176

$ 8,054

Portfolio turnover rateD

  82%

  98%

  79%

  56%

  56%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class K

Years ended October 31,

2010

2009

2008G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 28.78

$ 23.90

$ 40.32

Income from Investment Operations

 

 

 

Net investment income (loss)D

  .46

  .44

  .10

Net realized and unrealized gain (loss)

  3.53

  4.86

  (16.52)

Total from investment operations

  3.99

  5.30

  (16.42)

Distributions from net investment income

  (.41)

  (.42)

  -

Distributions from net realized gain

  (.04)

  -

  -

Total distributions

  (.45)

  (.42)

  -

Redemption fees added to paid in capital D,I

  -

  -

  -

Net asset value, end of period

$ 32.32

$ 28.78

$ 23.90

Total ReturnB,C

  13.96%

  22.80%

  (40.72)%

Ratios to Average Net AssetsE,H

 

 

 

Expenses before reductions

  .84%

  .88%

  .93%A

Expenses net of fee waivers, if any

  .84%

  .88%

  .93%A

Expenses net of all reductions

  .79%

  .83%

  .89%A

Net investment income (loss)

  1.55%

  1.77%

  .83%A

Supplemental Data

 

 

 

Net assets, end of period (in millions)

$ 1,078

$ 674

$ 145

Portfolio turnover rateF

  82%

  98%

  79%

A Annualized

B Total returns for period of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.77

$ 23.91

$ 47.73

$ 36.71

$ 30.68

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .41

  .39

  .53

  .55

  .51

Net realized and unrealized gain (loss)

  3.55

  4.86

  (22.24)

  11.85

  7.25

Total from investment operations

  3.96

  5.25

  (21.71)

  12.40

  7.76

Distributions from net investment income

  (.38)

  (.39)

  (.44)

  (.40)

  (.33)

Distributions from net realized gain

  (.04)

  -

  (1.67)

  (.98)

  (1.40)

Total distributions

  (.42)

  (.39)

  (2.11)

  (1.38)

  (1.73)

Redemption fees added to paid in capital B,F

  -

  -

  -

  -

  -

Net asset value, end of period

$ 32.31

$ 28.77

$ 23.91

$ 47.73

$ 36.71

Total Return A

  13.84%

  22.52%

  (47.51)%

  34.93%

  26.45%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  .99%

  1.05%

  1.05%

  .97%

  1.00%

Expenses net of fee waivers, if any

  .99%

  1.05%

  1.05%

  .97%

  1.00%

Expenses net of all reductions

  .95%

  1.00%

  1.01%

  .94%

  .95%

Net investment income (loss)

  1.40%

  1.60%

  1.54%

  1.36%

  1.49%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 319

$ 267

$ 159

$ 58

$ 28

Portfolio turnover rateD

  82%

  98%

  79%

  56%

  56%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

(Amounts in thousands except ratios)

1. Organization.

Fidelity International Discovery Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, International Discovery, Class K and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements.

Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

(ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in significant transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds,including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 1,665,347

Gross unrealized depreciation

(554,558)

Net unrealized appreciation (depreciation)

$ 1,110,789

 

 

Tax Cost

$ 9,060,967

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 167,811

Capital loss carryforward

$ (1,803,058)

Net unrealized appreciation (depreciation)

$ 1,112,591

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 129,796

$ 107,705

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the SEC which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

4. Operating Policies - continued

Repurchase Agreements - continued

The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $7,811,097 and $8,569,062, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± 20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of International Discovery share class as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .75% of the Fund's average net assets.

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total
Fees

Retained
by FDC

Class A

-%

.25%

$ 1,036

$ 43

Class T

.25%

.25%

447

-*

Class B

.75%

.25%

156

117

Class C

.75%

.25%

445

40

 

 

 

$ 2,084

$ 200

* Amount represents four hundred sixty dollars.

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 65

Class T

12

Class B*

31

Class C*

2

 

$ 110

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Class K. FIIOC receives an asset-based fee of Class K's average net assets. FIIOC pays for typesetting, printing and mailing of

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 1,216

.29

Class T

281

.31

Class B

52

.33

Class C

136

.31

International Discovery

20,622

.26

Class K

437

.05

Institutional Class

627

.20

 

$ 23,371

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $10 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end there was no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average
Interest Rate

Interest
Expense

Borrower

$ 31,133

.45%

$ 12

Annual Report

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $38 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $6,155. During the period, there were no securities loaned to FCM.

9. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. The average daily loan balance during the period for which loans were outstanding amounted to $8,212. The weighted average interest rate was .71%. The interest expense amounted to one hundred sixty-two dollars under the bank borrowing program. At period end, there were no bank borrowings outstanding.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

10. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $4,562 for the period.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Class A

$ 3,889

$ 3,982

Class T

633

533

Class B

37

-

Class C

71

30

International Discovery

98,508

96,783

Class K

9,602

3,616

Institutional Class

3,682

2,761

Total

$ 116,422

$ 107,705

From net realized gain

 

 

Class A

$ 555

$ -

Class T

119

-

Class B

23

-

Class C

61

-

International Discovery

11,290

-

Class K

935

-

Institutional Class

391

-

Total

$ 13,374

$ -

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009A

2010

2009A

Class A

 

 

 

 

Shares sold

4,849

5,354

$ 142,203

$ 128,318

Reinvestment of distributions

120

132

3,654

2,786

Shares redeemed

(7,259)

(7,017)

(215,574)

(163,223)

Net increase (decrease)

(2,290)

(1,531)

$ (69,717)

$ (32,119)

Annual Report

12. Share Transactions - continued

 

Shares

Dollars

Years ended October 31,

2010

2009A

2010

2009A

Class T

 

 

 

 

Shares sold

1,165

1,335

$ 34,154

$ 31,263

Reinvestment of distributions

24

24

716

507

Shares redeemed

(1,228)

(1,140)

(35,631)

(25,765)

Net increase (decrease)

(39)

219

$ (761)

$ 6,005

Class B

 

 

 

 

Shares sold

105

161

$ 3,047

$ 3,835

Reinvestment of distributions

2

-

54

-

Shares redeemed

(227)

(227)

(6,544)

(5,155)

Net increase (decrease)

(120)

(66)

$ (3,443)

$ (1,320)

Class C

 

 

 

 

Shares sold

356

920

$ 10,567

$ 20,539

Reinvestment of distributions

4

1

116

26

Shares redeemed

(515)

(953)

(14,926)

(22,201)

Net increase (decrease)

(155)

(32)

$ (4,243)

$ (1,636)

International Discovery

 

 

 

 

Shares sold

55,460

74,803

$ 1,640,231

$ 1,831,653

Conversion to Class K

-

(12,549)

-

(279,461)

Reinvestment of distributions

3,453

4,362

105,461

92,471

Shares redeemed

(89,239)

(77,871)

(2,636,183)

(1,831,786)

Net increase (decrease)

(30,326)

(11,255)

$ (890,491)

$ (187,123)

Class K

 

 

 

 

Shares sold

16,961

10,015

$ 491,304

$ 246,074

Conversion from International Discovery

-

12,572

-

279,461

Reinvestment of distributions

346

171

10,537

3,616

Shares redeemed

(7,377)

(5,401)

(215,813)

(128,754)

Net increase (decrease)

9,930

17,357

$ 286,028

$ 400,397

Institutional Class

 

 

 

 

Shares sold

4,322

10,440

$ 127,580

$ 235,326

Reinvestment of distributions

36

41

1,083

875

Shares redeemed

(3,773)

(7,843)

(108,068)

(169,915)

Net increase (decrease)

585

2,638

$ 20,595

$ 66,286

A Conversion transactions for Class K and International Discovery are for the period November 1, 2008 though August 31, 2009.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

13. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity International Discovery Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity International Discovery Fund (a fund of Fidelity Investment Trust) at October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity International Discovery Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 17, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Annual Report

Trustees and Officers - continued

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-835-5092.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

Annual Report

Trustees and Officers - continued

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Annual Report

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity International Discovery Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

K Class

12/06/10

12/03/10

$0.488

$0.155

K Class designates 100% of the dividend distributed in December during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

K Class

12/07/09

$0.398

$0.0296

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Discovery Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured over multiple periods against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, as available, the cumulative total returns of Institutional Class (Class I) and the retail class of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. The returns of the retail class and Class B show the performance of the highest performing class (based on five-year performance) and the lowest performing class (based on three-year performance), respectively. The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity International Discovery Fund

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The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class of the fund (the class with the longer performance record) was in the third quartile for the one-year period and the second quartile for the three- and five-year periods. The Board also noted that the investment performance of the retail class of the fund compared favorably to its benchmark for the three- and five-year periods, although the fund's one-year cumulative total return was lower than its benchmark. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 15% means that 85% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity International Discovery Fund

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The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, Institutional Class, the retail class, and Class K ranked below its competitive median for 2009 and the total expenses of Class T ranked above its competitive median for 2009. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Annual Report

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your workplace benefits (including your workplace savings plan, investments, and additional services) via your telephone or PC. You can access your plan and account information and research your investments 24 hours a day.

By Phone

Fidelity provides a single toll-free number to access plan information, account balances, positions, and quotes*. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

(phone_graphic)

Fidelity Workplace
Investing
1-800-835-5092

By PC

Fidelity's web site on the Internet provides a wide range of information, including plan information, daily financial news, fund performance, interactive planning tools, and news about Fidelity products and services.

(computer_graphic)

Fidelity's Web Site
www.401k.com

* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

Annual Report

To Write Fidelity

We'll give your correspondence immediate attention and send you written confirmation upon completion of your request.

(letter_graphic)

For Non-Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

(letter_graphic)

For Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investments (Japan) Limited

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Limited

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Northern Trust Company
Chicago, IL

IGI-K-UANN-1210
1.863305.102

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(Fidelity Investment logo)(registered trademark)
Fidelity AdvisorSM
International Discovery
Fund - Class A, Class T, Class B
and Class C

Annual Report

October 31, 2010

Class A, Class T, Class B, and Class C are classes of Fidelity® International Discovery Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10
years

  Class A (incl. 5.75% sales charge) A, E

6.91%

2.99%

4.45%

  Class T (incl. 3.50% sales charge) B, E

9.18%

3.14%

4.50%

  Class B (incl. contingent deferred sales charge) C, E

7.52%

2.99%

4.56%

  Class C (incl. contingent deferred sales charge) D , E

11.54%

3.37%

4.59%

A Class A shares bear a 0.25% 12b-1 fee. The initial offering of Class A shares took place on Janu-ary 6, 2005. Returns prior to January 6, 2005 are those of Fidelity® International Discovery Fund, the original class of the fund, which has no 12b-1 fee. Had Class A shares' 12b-1 fee been reflected, returns prior to January 6, 2005 would have been lower.

B Class T shares bear a 0.50% 12b-1 fee. The initial offering of Class T shares took place on Janu-ary 6, 2005. Returns prior to January 6, 2005 are those of Fidelity International Discovery Fund, the original class of the fund, which has no 12b-1 fee. Had Class T shares' 12b-1 fee been reflected, returns prior to January 6, 2005 would have been lower.

C Class B shares bear a 1.00% 12b-1 fee. The initial offering of Class B shares took place on Janu-ary 6, 2005. Returns prior to January 6, 2005 are those of Fidelity International Discovery Fund, the original class of the fund, which has no 12b-1 fee. Had Class B shares' 12b-1 fee been reflected, returns prior to January 6, 2005 would have been lower. Class B shares' contingent deferred sales charges included in the past one year, past five year, and past 10 year total return figures are 5%, 2%, and 0% respectively.

D Class C shares bear a 1.00% 12b-1 fee. The initial offering of Class C shares took place on Janu-ary 6, 2005. Returns prior to January 6, 2005 are those of Fidelity International Discovery Fund, the original class of the fund, which has no 12b-1 fee. Had Class C shares' 12b-1 fee been reflected, returns prior to January 6, 2005 would have been lower. Class C shares' contingent deferred sales charges included in the past one year, past five year, and past 10 year total return figures are 1%, 0%, and 0% respectively.

E Prior to October 1, 2004, the fund operated under certain different investment policies. The fund's historical performance may not represent its current investment policies.

Annual Report

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity AdvisorSM International Discovery Fund - Class A on October 31, 2000 and the current 5.75% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE® (Europe, Australasia, Far East) Index performed over the same period. The initial offering of Class A took place on January 6, 2005. See the previous page for additional information regarding the performance of Class A.

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Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from William Kennedy, Portfolio Manager of Fidelity AdvisorSM International Discovery Fund: For the 12 months ending October 31, 2010, the fund's Class A, Class T, Class B and Class C shares returned 13.43%, 13.14%, 12.52%, and 12.54%, respectively (excluding sales charges), beating the 8.49% return of the MSCI EAFE® (Europe, Australasia, Far East) Index. Stock selection drove relative performance, with particularly strong gains coming from investments in emerging markets, as well as the consumer discretionary, information technology, health care and industrials sectors. Top contributors included Elekta, a Swedish manufacturer of radiation-therapy equipment that benefited from successful product launches and an increase in capital spending by hospitals, and SSL International, a U.K. health care company that received a handsome buyout offer. I sold SSL. In consumer discretionary - which increased as a percentage of fund assets - strong gains at Carphone Warehouse Group, a U.K. cell phone retailer, were fueled in part by an expanding partnership with big-box electronics retailer Best Buy. All three holdings were out-of-index positions. Detractors were minimal, with underweightings in consumer staples and materials just nicking results. Stock disappointments included HeidelbergCement, a German cement company whose U.S. business was hurt by the weak housing market, and Swiss investment bank UBS, whose revenue slowed more than expected.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2009 to October 31, 2010

Class A

1.32%

 

 

 

Actual

 

$ 1,000.00

$ 1,071.90

$ 6.89

Hypothetical A

 

$ 1,000.00

$ 1,018.55

$ 6.72

Class T

1.57%

 

 

 

Actual

 

$ 1,000.00

$ 1,070.70

$ 8.19

Hypothetical A

 

$ 1,000.00

$ 1,017.29

$ 7.98

Class B

2.08%

 

 

 

Actual

 

$ 1,000.00

$ 1,067.90

$ 10.84

Hypothetical A

 

$ 1,000.00

$ 1,014.72

$ 10.56

Class C

2.07%

 

 

 

Actual

 

$ 1,000.00

$ 1,067.70

$ 10.79

Hypothetical A

 

$ 1,000.00

$ 1,014.77

$ 10.51

International Discovery

1.02%

 

 

 

Actual

 

$ 1,000.00

$ 1,073.70

$ 5.33

Hypothetical A

 

$ 1,000.00

$ 1,020.06

$ 5.19

Class K

.82%

 

 

 

Actual

 

$ 1,000.00

$ 1,074.80

$ 4.29

Hypothetical A

 

$ 1,000.00

$ 1,021.07

$ 4.18

Institutional Class

.97%

 

 

 

Actual

 

$ 1,000.00

$ 1,074.10

$ 5.07

Hypothetical A

 

$ 1,000.00

$ 1,020.32

$ 4.94

A 5% return per year before expenses

*Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

cjc132

United Kingdom 20.9%

 

cjc134

Japan 12.1%

 

cjc136

France 8.8%

 

cjc138

Switzerland 7.0%

 

cjc140

Germany 6.6%

 

cjc142

United States of America 4.3%

 

cjc144

Spain 3.8%

 

cjc146

Denmark 3.3%

 

cjc148

Australia 3.0%

 

cjc150

Other 30.2%

 

cjc491

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

cjc132

United Kingdom 20.0%

 

cjc134

Japan 18.7%

 

cjc136

France 9.6%

 

cjc138

Switzerland 7.2%

 

cjc140

Germany 6.7%

 

cjc142

Netherlands 3.8%

 

cjc144

Australia 3.0%

 

cjc146

Spain 3.0%

 

cjc148

United States of America 2.3%

 

cjc150

Other 25.7%

 

cjc503

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation (% of fund's net assets)

 

As of
October 31, 2010

As of
April 30, 2010

Stocks

98.6

99.3

Short-Term Investments and Net Other Assets

1.4

0.7

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

BHP Billiton PLC (United Kingdom, Metals & Mining)

1.9

1.3

Royal Dutch Shell PLC Class B (United Kingdom, Oil, Gas & Consumable Fuels)

1.9

2.0

BP PLC (United Kingdom, Oil, Gas & Consumable Fuels)

1.6

1.2

Nestle SA (Switzerland, Food Products)

1.6

1.4

Novartis AG (Switzerland, Pharmaceuticals)

1.5

1.2

Novo Nordisk AS Series B (Denmark, Pharmaceuticals)

1.4

0.9

HSBC Holdings PLC (United Kingdom) (United Kingdom, Commercial Banks)

1.3

1.9

Bayerische Motoren Werke AG (BMW) (Germany, Automobiles)

1.3

0.9

SOFTBANK CORP. (Japan, Wireless Telecommunication Services)

1.3

0.8

LVMH Moet Hennessy - Louis Vuitton (France, Textiles, Apparel & Luxury Goods)

1.2

0.6

 

15.0

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

22.0

21.6

Consumer Discretionary

20.8

15.7

Industrials

9.5

11.0

Materials

9.3

9.6

Health Care

9.1

9.1

Consumer Staples

8.6

7.8

Energy

6.4

7.8

Information Technology

6.1

11.1

Telecommunication Services

6.2

4.0

Utilities

0.6

1.6

Annual Report

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 97.2%

Shares

Value (000s)

Australia - 3.0%

Australia & New Zealand Banking Group Ltd.

4,456,031

$ 108,304

JB Hi-Fi Ltd. (d)

1,401,880

27,302

Macquarie Group Ltd.

1,446,043

51,282

Newcrest Mining Ltd.

1,300,681

50,918

Wesfarmers Ltd.

1,097,894

35,644

Westfield Group unit

2,381,694

28,885

TOTAL AUSTRALIA

302,335

Bailiwick of Jersey - 0.6%

Experian PLC

3,677,200

42,742

Informa PLC

2,335,767

16,316

TOTAL BAILIWICK OF JERSEY

59,058

Belgium - 1.2%

Anheuser-Busch InBev SA NV

1,791,980

112,293

EVS Broadcast Equipment SA

89,263

5,602

TOTAL BELGIUM

117,895

Bermuda - 1.1%

Huabao International Holdings Ltd.

27,748,000

41,812

Li & Fung Ltd.

4,808,000

25,401

Noble Group Ltd.

26,477,364

38,050

Sihuan Pharmaceutical Holdings Group Ltd.

496,000

360

TOTAL BERMUDA

105,623

Brazil - 1.7%

Banco ABC Brasil SA

572,000

5,635

Banco Santander (Brasil) SA ADR

1,896,000

27,302

Diagnosticos da America SA

2,508,000

30,959

Drogasil SA

1,040,700

26,323

Souza Cruz Industria Comerico

1,579,500

81,157

TOTAL BRAZIL

171,376

British Virgin Islands - 0.3%

HLS Systems International Ltd. (a)(d)

610,767

7,720

Playtech Ltd. (d)

3,758,978

26,966

TOTAL BRITISH VIRGIN ISLANDS

34,686

Canada - 1.8%

First Quantum Minerals Ltd.

249,300

21,831

InterOil Corp. (a)(d)

247,600

17,624

Niko Resources Ltd.

483,100

46,088

Open Text Corp. (a)

769,600

34,047

Common Stocks - continued

Shares

Value (000s)

Canada - continued

Pan American Silver Corp.

843,000

$ 26,909

Petrobank Energy & Resources Ltd. (a)

813,500

32,376

TOTAL CANADA

178,875

Cayman Islands - 2.4%

Belle International Holdings Ltd.

9,430,000

17,032

Bosideng International Holdings Ltd.

81,544,000

41,239

China Lodging Group Ltd. ADR (d)

344,759

8,381

Ctrip.com International Ltd. sponsored ADR (a)

505,000

26,295

Eurasia Drilling Co. Ltd. GDR (f)

257,900

6,576

Hengdeli Holdings Ltd.

75,304,000

41,775

Mongolian Mining Corp.

15,168,000

16,418

Perfect World Co. Ltd. sponsored ADR Class B (a)

771,187

24,986

Shenguan Holdings Group Ltd.

21,268,000

27,713

TPK Holdings Co.

25,000

413

Want Want China Holdings Ltd.

36,693,000

33,847

TOTAL CAYMAN ISLANDS

244,675

China - 1.2%

Baidu.com, Inc. sponsored ADR (a)

348,900

38,382

China Merchants Bank Co. Ltd. (H Shares)

18,516,200

52,554

Comba Telecom Systems Holdings Ltd. (d)

7,504,420

8,520

Minth Group Ltd.

2,146,000

4,014

Zhaojin Mining Industry Co. Ltd. (H Shares)

2,492,000

7,748

ZTE Corp. (H Shares) (d)

2,362,096

8,776

TOTAL CHINA

119,994

Cyprus - 0.0%

Aisi Realty Public Ltd. (a)(e)

21,633,000

607

Denmark - 3.3%

Carlsberg AS Series B

673,200

73,612

Novo Nordisk AS Series B

1,311,389

137,673

Pandora A/S

758,300

36,789

William Demant Holding AS (a)

1,094,900

82,070

TOTAL DENMARK

330,144

Egypt - 0.2%

Orascom Construction Industries SAE GDR

443,300

20,525

France - 8.8%

Accor SA

732,241

30,021

Atos Origin SA (a)

1,202,978

55,615

AXA SA

2,162,866

39,365

Common Stocks - continued

Shares

Value (000s)

France - continued

BNP Paribas SA

983,966

$ 71,948

Carrefour SA

973,625

52,537

Compagnie Generale de Geophysique SA (a)

1,085,600

25,352

Edenred (a)

552,100

11,562

Essilor International SA

566,366

37,812

GDF Suez

760,000

30,329

Iliad Group SA (d)

509,521

57,356

LVMH Moet Hennessy - Louis Vuitton

797,092

124,886

Pernod-Ricard SA

388,925

34,478

PPR SA

664,000

108,838

Sanofi-Aventis

317,944

22,270

Schneider Electric SA

588,962

83,590

Societe Generale Series A

1,175,263

70,360

Unibail-Rodamco

118,400

24,663

TOTAL FRANCE

880,982

Germany - 5.2%

Bayerische Motoren Werke AG (BMW)

1,818,327

130,326

Fresenius Medical Care AG & Co. KGaA

964,000

61,394

GEA Group AG

2,030,727

53,094

HeidelbergCement AG

245,167

12,822

Kabel Deutschland Holding AG

1,258,000

56,636

MAN SE

529,280

58,181

Metro AG

439,200

30,776

Siemens AG

1,089,506

124,433

TOTAL GERMANY

527,662

Greece - 0.2%

Coca-Cola Hellenic Bottling Co. SA

692,200

17,915

Hong Kong - 1.6%

AIA Group Ltd.

5,311,400

15,795

Henderson Land Development Co. Ltd.

3,760,700

26,709

I.T Ltd.

21,016,000

17,732

Techtronic Industries Co. Ltd.

65,201,500

66,032

Wharf Holdings Ltd.

4,890,000

32,111

TOTAL HONG KONG

158,379

India - 2.8%

Adani Enterprises Ltd.

1,982,014

31,500

Gitanjali Gems Ltd.

2,506,415

16,763

Housing Development Finance Corp. Ltd.

1,506,925

23,380

IndusInd Bank Ltd.

2,074,982

12,340

Common Stocks - continued

Shares

Value (000s)

India - continued

INFO Edge India Ltd.

679,326

$ 10,427

Infrastructure Development Finance Co. Ltd.

3,122,908

14,094

Larsen & Toubro Ltd.

783,228

35,831

LIC Housing Finance Ltd.

1,481,322

44,801

Reliance Industries Ltd.

903,416

22,343

Rural Electrification Corp. Ltd.

2,750,582

23,001

Shriram Transport Finance Co. Ltd.

621,359

12,356

State Bank of India

217,944

15,491

The Jammu & Kashmir Bank Ltd.

545,569

11,206

Titan Industries Ltd.

160,588

12,869

TOTAL INDIA

286,402

Indonesia - 0.7%

PT Bank Rakyat Indonesia Tbk

19,678,500

25,100

PT Tower Bersama Infrastructure Tbk

4,813,500

1,373

PT XL Axiata Tbk (a)

67,983,500

43,738

TOTAL INDONESIA

70,211

Ireland - 0.5%

Ingersoll-Rand Co. Ltd.

731,600

28,759

James Hardie Industries NV unit (a)

3,882,491

20,501

TOTAL IRELAND

49,260

Israel - 0.2%

Israel Chemicals Ltd.

1,513,500

23,150

Italy - 1.4%

Intesa Sanpaolo SpA

5,602,109

19,702

Intesa Sanpaolo SpA (Risparmio Shares)

6,681,302

18,305

Prysmian SpA

964,200

18,689

Saipem SpA

1,876,915

83,389

TOTAL ITALY

140,085

Japan - 12.1%

ABC-Mart, Inc.

1,529,000

52,005

Asics Corp.

2,858,000

30,864

Canon, Inc.

1,331,350

61,286

Cosmos Pharmaceutical Corp.

543,200

17,099

Denso Corp.

1,577,500

49,057

Don Quijote Co. Ltd.

808,400

22,091

eAccess Ltd.

24,546

17,905

Fast Retailing Co. Ltd.

89,100

11,671

Goldcrest Co. Ltd.

161,770

3,492

Common Stocks - continued

Shares

Value (000s)

Japan - continued

Honda Motor Co. Ltd.

1,736,200

$ 62,588

JSR Corp.

2,283,400

39,527

Keyence Corp.

192,600

47,749

Komatsu Ltd.

1,833,900

44,823

Mazda Motor Corp.

14,841,000

37,718

Misumi Group, Inc.

825,300

17,692

Mitsubishi Corp.

1,980,200

47,564

Mitsubishi UFJ Financial Group, Inc.

12,527,700

58,141

Mitsui & Co. Ltd.

2,230,900

35,086

Mizuho Financial Group, Inc.

17,803,700

25,821

Nichi-iko Pharmaceutical Co. Ltd.

932,200

32,877

Nintendo Co. Ltd.

88,400

22,905

Omron Corp.

1,439,900

33,425

ORIX Corp.

1,209,560

110,329

Osaka Securities Exchange Co. Ltd.

1,866

9,391

Rakuten, Inc.

80,045

61,673

Ricoh Co. Ltd.

3,021,000

42,260

Sawai Pharmaceutical Co. Ltd. (d)

160,300

14,004

SOFTBANK CORP.

4,003,100

128,560

Sony Financial Holdings, Inc.

7,099

24,701

Start Today Co. Ltd.

7,249

22,548

Sumitomo Mitsui Financial Group, Inc.

1,151,300

34,364

TOTAL JAPAN

1,219,216

Korea (South) - 1.5%

Hyundai Motor Co.

192,345

29,078

Kia Motors Corp.

912,890

36,451

NCsoft Corp.

97,952

21,559

NHN Corp. (a)

123,150

21,848

Samsung Electronics Co. Ltd.

38,175

25,292

Shinhan Financial Group Co. Ltd.

421,030

16,306

TOTAL KOREA (SOUTH)

150,534

Luxembourg - 0.3%

Millicom International Cellular SA

282,400

26,715

Mauritius - 0.2%

MakeMyTrip Ltd.

456,425

16,500

Mexico - 0.4%

Wal-Mart de Mexico SA de CV Series V

14,883,600

40,708

Netherlands - 2.2%

AEGON NV (a)

3,601,200

22,818

Gemalto NV (d)

704,193

32,061

Common Stocks - continued

Shares

Value (000s)

Netherlands - continued

ING Groep NV (Certificaten Van Aandelen) unit (a)

4,878,900

$ 52,185

Koninklijke Philips Electronics NV

2,283,638

69,639

LyondellBasell Industries NV Class A (a)

1,230,700

33,057

Randstad Holdings NV (a)

229,781

10,935

TOTAL NETHERLANDS

220,695

Norway - 1.6%

Aker Solutions ASA

1,903,800

28,983

DnB NOR ASA

5,226,955

71,723

Telenor ASA

1,549,800

24,982

Yara International ASA

620,300

32,607

TOTAL NORWAY

158,295

Poland - 0.1%

Eurocash SA

980,199

9,009

Qatar - 0.2%

Commercial Bank of Qatar GDR (Reg. S)

5,094,802

23,345

Singapore - 0.3%

Keppel Corp. Ltd.

4,295,000

33,118

South Africa - 2.2%

African Rainbow Minerals Ltd.

607,700

15,503

AngloGold Ashanti Ltd. sponsored ADR

816,100

38,446

Clicks Group Ltd.

7,968,139

51,983

Mr Price Group Ltd.

3,702,400

33,646

Sanlam Ltd.

7,188,000

26,946

Standard Bank Group Ltd.

1,349,000

19,893

Woolworths Holdings Ltd.

9,804,233

38,419

TOTAL SOUTH AFRICA

224,836

Spain - 3.8%

Antena 3 Television SA

2,176,200

22,226

Banco Bilbao Vizcaya Argentaria SA

4,146,934

54,620

Banco Santander SA

8,695,646

111,585

Gestevision Telecinco SA

2,269,700

28,948

Inditex SA (d)

398,393

33,266

Prosegur Compania de Seguridad SA (Reg.)

479,200

28,712

Telefonica SA

3,645,705

98,491

TOTAL SPAIN

377,848

Sweden - 1.7%

Elekta AB (B Shares)

2,194,000

83,011

Common Stocks - continued

Shares

Value (000s)

Sweden - continued

H&M Hennes & Mauritz AB (B Shares)

1,301,280

$ 45,846

Modern Times Group MTG AB (B Shares)

579,300

41,538

TOTAL SWEDEN

170,395

Switzerland - 7.0%

Adecco SA (Reg.)

243,346

13,597

Compagnie Financiere Richemont SA Series A

692,855

34,546

Credit Suisse Group

644,315

26,666

Kuehne & Nagel International AG

197,400

24,406

Lonza Group AG

349,225

30,564

Nestle SA

2,845,723

155,823

Novartis AG

2,677,083

155,070

Partners Group Holding

176,756

32,322

Schindler Holding AG (participation certificate)

228,540

24,494

Sonova Holding AG Class B

213,178

24,689

The Swatch Group AG (Bearer)

175,550

67,074

UBS AG (a)

3,459,090

58,744

Zurich Financial Services AG

251,733

61,607

TOTAL SWITZERLAND

709,602

Taiwan - 0.5%

HTC Corp.

2,247,850

50,752

Thailand - 0.4%

Bangkok Bank Public Co. Ltd. (For. Reg.)

8,336,000

43,016

Turkey - 0.7%

Boyner Buyuk Magazacilik AS (a)(e)

4,833,645

11,256

Dogus Otomotiv Servis ve Ticaret AS (a)

2,849,000

21,452

Turkiye Garanti Bankasi AS

6,816,000

41,819

TOTAL TURKEY

74,527

United Kingdom - 20.9%

Aberdeen Asset Management PLC

12,139,132

34,580

Aegis Group PLC

12,834,711

25,848

Anglo American PLC (United Kingdom)

1,583,300

73,767

AstraZeneca PLC (United Kingdom)

1,776,034

89,327

Barclays PLC

20,242,493

88,943

BG Group PLC

943,475

18,373

BHP Billiton PLC

5,343,392

189,262

BP PLC

24,342,500

165,439

British Land Co. PLC

2,363,434

19,293

Britvic PLC

5,435,800

42,012

Burberry Group PLC

2,391,800

39,048

Common Stocks - continued

Shares

Value (000s)

United Kingdom - continued

Carphone Warehouse Group PLC (a)

15,119,465

$ 73,761

Cookson Group PLC (a)

1,543,760

12,738

GlaxoSmithKline PLC

6,239,100

121,819

HSBC Holdings PLC (United Kingdom)

12,868,660

133,916

IG Group Holdings PLC

6,526,105

55,259

InterContinental Hotel Group PLC

2,054,000

39,664

International Personal Finance PLC

9,411,888

46,896

International Power PLC

3,956,720

26,454

Legal & General Group PLC

18,411,796

29,616

Lloyds Banking Group PLC (a)

49,557,364

54,463

Micro Focus International PLC

2,166,900

13,255

Ocado Group PLC (a)(d)

14,388,400

32,204

Reckitt Benckiser Group PLC

1,415,031

79,144

Rio Tinto PLC

1,536,344

99,773

Royal Dutch Shell PLC Class B

5,903,573

188,900

Schroders PLC

1,532,400

38,767

SuperGroup PLC

101,212

1,832

TalkTalk Telecom Group PLC (a)

18,424,592

38,936

Ultra Electronics Holdings PLC

614,667

18,327

Vodafone Group PLC

42,989,943

117,503

Wolseley PLC (a)

1,389,264

37,015

Xstrata PLC

3,171,800

61,463

TOTAL UNITED KINGDOM

2,107,597

United States of America - 2.9%

AsiaInfo Holdings, Inc. (a)(d)

717,700

15,947

CF Industries Holdings, Inc.

273,800

33,549

Freeport-McMoRan Copper & Gold, Inc.

420,100

39,775

NII Holdings, Inc. (a)

1,802,500

75,363

The Mosaic Co.

376,200

27,523

Virgin Media, Inc. (d)

2,966,300

75,433

Walter Energy, Inc.

286,800

25,227

TOTAL UNITED STATES OF AMERICA

292,817

TOTAL COMMON STOCKS

(Cost $8,518,349)

9,789,364

Nonconvertible Preferred Stocks - 1.4%

Shares

Value (000s)

Germany - 1.4%

ProSiebenSat.1 Media AG

783,800

$ 20,711

Volkswagen AG

789,800

118,688

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $105,062)

139,399

Money Market Funds - 2.2%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)

100,758,575

100,759

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

123,571,582

123,572

TOTAL MONEY MARKET FUNDS

(Cost $224,331)

224,331

Cash Equivalents - 0.2%

Maturity Amount (000s)

 

Investments in repurchase agreements in a joint trading account at 0.22%, dated 10/29/10 due 11/1/10 (Collateralized by U.S. Treasury Obligations) #
(Cost $18,662)

$ 18,662

18,662

TOTAL INVESTMENT PORTFOLIO - 101.0%

(Cost $8,866,404)

10,171,756

NET OTHER ASSETS (LIABILITIES) - (1.0)%

(99,606)

NET ASSETS - 100%

$ 10,072,150

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Affiliated company

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $6,576,000 or 0.1% of net assets.

# Additional information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty

Value
(Amounts in thousands)

$18,662,000 due 11/01/10 at 0.22%

BNP Paribas Securities Corp.

$ 8,683

Banc of America Securities LLC

3,254

Barclays Capital, Inc.

6,725

 

$ 18,662

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 127

Fidelity Securities Lending Cash Central Fund

6,155

Total

$ 6,282

Other Affiliated Issuers

An affiliated company is a company in which the Fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate
(Amounts in thousands)

Value, beginning of period

Purchases

Sales Proceeds

Dividend Income

Value,
end of
period

Aisi Realty Public Ltd.

$ 1,243

$ -

$ -

$ -

$ 607

Boyner Buyuk Magazacilik AS

-

11,785

-

-

11,256

Total

$ 1,243

$ 11,785

$ -

$ -

$ 11,863

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description
(Amounts in thousands)

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United Kingdom

$ 2,107,597

$ 818,588

$ 1,289,009

$ -

Japan

1,219,216

580,277

638,939

-

France

880,982

833,360

47,622

-

Switzerland

709,602

469,122

240,480

-

Germany

667,061

481,234

185,827

-

Spain

377,848

113,152

264,696

-

Denmark

330,144

192,471

137,673

-

Australia

302,335

302,335

-

-

United States of America

292,817

292,817

-

-

Cyprus

607

-

-

607

Other

3,040,554

2,895,912

144,642

-

Money Market Funds

224,331

224,331

-

-

Cash Equivalents

18,662

-

18,662

-

Total Investments in Securities:

$ 10,171,756

$ 7,203,599

$ 2,967,550

$ 607

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

(Amounts in thousands)

 

Investments in Securities:

Beginning Balance

$ -

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

(636)

Cost of Purchases

-

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in to Level 3

1,243

Transfers out of Level 3

-

Ending Balance

$ 607

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at October 31, 2010

$ (636)

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $1,803,058,000 of which $163,224,000 and $1,639,834,000 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

 Amounts in thousands (except per-share amounts)

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $117,688 and repurchase agreements of $18,662) - See accompanying schedule:

Unaffiliated issuers (cost $8,623,386)

$ 9,935,562

 

Fidelity Central Funds (cost $224,331)

224,331

 

Other affiliated issuers (cost $18,687)

11,863

 

Total Investments (cost $8,866,404)

 

$ 10,171,756

Cash

1

Foreign currency held at value (cost $1,005)

1,005

Receivable for investments sold

74,676

Receivable for fund shares sold

8,906

Dividends receivable

27,141

Distributions receivable from Fidelity Central Funds

250

Other receivables

3,906

Total assets

10,287,641

 

 

 

Liabilities

Payable for investments purchased

$ 61,924

Payable for fund shares redeemed

12,106

Accrued management fee

5,716

Distribution and service plan fees payable

169

Other affiliated payables

1,920

Other payables and accrued expenses

10,084

Collateral on securities loaned, at value

123,572

Total liabilities

215,491

 

 

 

Net Assets

$ 10,072,150

Net Assets consist of:

 

Paid in capital

$ 10,604,504

Undistributed net investment income

120,198

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(1,950,098)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

1,297,546

Net Assets

$ 10,072,150

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

 Amounts in thousands (except per-share amounts)

October 31, 2010

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($391,603 ÷ 12,210.4 shares)

$ 32.07

 

 

 

Maximum offering price per share (100/94.25 of $32.07)

$ 34.03

Class T:
Net Asset Value
and redemption price per share ($91,992 ÷ 2,892.1 shares)

$ 31.81

 

 

 

Maximum offering price per share (100/96.50 of $31.81)

$ 32.96

Class B:
Net Asset Value
and offering price per share ($14,434 ÷ 456.7 shares)A

$ 31.60

 

 

 

Class C:
Net Asset Value
and offering price per share ($43,557 ÷ 1,374.7 shares)A

$ 31.68

 

 

 

International Discovery:
Net Asset Value
, offering price and redemption price per share ($8,133,121 ÷ 251,479.5 shares)

$ 32.34

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($1,078,333 ÷ 33,361.2 shares)

$ 32.32

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($319,110 ÷ 9,877.0 shares)

$ 32.31

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

 Amounts in thousands

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 239,834

Interest

 

2

Income from Fidelity Central Funds

 

6,282

Income before foreign taxes withheld

 

246,118

Less foreign taxes withheld

 

(17,979)

Total income

 

228,139

 

 

 

Expenses

Management fee
Basic fee

$ 68,970

Performance adjustment

3,660

Transfer agent fees

23,371

Distribution and service plan fees

2,084

Accounting and security lending fees

1,801

Custodian fees and expenses

1,632

Independent trustees' compensation

55

Registration fees

223

Audit

117

Legal

49

Interest

12

Miscellaneous

132

Total expenses before reductions

102,106

Expense reductions

(4,562)

97,544

Net investment income (loss)

130,595

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $141)

488,568

Foreign currency transactions

(6,761)

Capital gain distributions from Fidelity Central Funds

14

Total net realized gain (loss)

 

481,821

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $8,661)

637,812

Assets and liabilities in foreign currencies

968

Total change in net unrealized appreciation (depreciation)

 

638,780

Net gain (loss)

1,120,601

Net increase (decrease) in net assets resulting from operations

$ 1,251,196

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

 Amounts in thousands

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 130,595

$ 120,477

Net realized gain (loss)

481,821

(1,782,481)

Change in net unrealized appreciation (depreciation)

638,780

3,333,708

Net increase (decrease) in net assets resulting
from operations

1,251,196

1,671,704

Distributions to shareholders from net investment income

(116,422)

(107,705)

Distributions to shareholders from net realized gain

(13,374)

-

Total distributions

(129,796)

(107,705)

Share transactions - net increase (decrease)

(662,032)

250,490

Redemption fees

291

345

Total increase (decrease) in net assets

459,659

1,814,834

 

 

 

Net Assets

Beginning of period

9,612,491

7,797,657

End of period (including undistributed net investment income of $120,198 and undistributed net investment income of $106,024, respectively)

$ 10,072,150

$ 9,612,491

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.57

$ 23.68

$ 47.34

$ 36.47

$ 30.57

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)C

  .31

  .31

  .46

  .44

  .42

Net realized and unrealized gain (loss)

  3.51

  4.84

  (22.08)

  11.76

  7.19

Total from investment operations

  3.82

  5.15

  (21.62)

  12.20

  7.61

Distributions from net investment income

  (.28)

  (.26)

  (.37)

  (.35)

  (.31)

Distributions from net realized gain

  (.04)

  -

  (1.67)

  (.98)

  (1.40)

Total distributions

  (.32)

  (.26)

  (2.04)

  (1.33)

  (1.71)

Redemption fees added to paid in capital C,G

  -

  -

  -

  -

  -

Net asset value, end of period

$ 32.07

$ 28.57

$ 23.68

$ 47.34

$ 36.47

Total ReturnA,B

  13.43%

  22.14%

  (47.65)%

  34.54%

  26.01%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  1.33%

  1.37%

  1.32%

  1.25%

  1.27%

Expenses net of fee waivers, if any

  1.33%

  1.37%

  1.32%

  1.25%

  1.27%

Expenses net of all reductions

  1.28%

  1.32%

  1.29%

  1.22%

  1.21%

Net investment income (loss)

  1.06%

  1.28%

  1.27%

  1.08%

  1.22%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 392

$ 414

$ 380

$ 417

$ 140

Portfolio turnover rate E

  82%

  98%

  79%

  56%

  56%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.35

$ 23.49

$ 47.06

$ 36.30

$ 30.49

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .23

  .24

  .33

  .29

  .27

Net realized and unrealized gain (loss)

  3.48

  4.81

  (21.94)

  11.71

  7.18

Total from investment operations

  3.71

  5.05

  (21.61)

  12.00

  7.45

Distributions from net investment income

  (.21)

  (.19)

  (.29)

  (.26)

  (.24)

Distributions from net realized gain

  (.04)

  -

  (1.67)

  (.98)

  (1.40)

Total distributions

  (.25)

  (.19)

  (1.96)

  (1.24)

  (1.64)

Redemption fees added to paid in capital C,G

  -

  -

  -

  -

  -

Net asset value, end of period

$ 31.81

$ 28.35

$ 23.49

$ 47.06

$ 36.30

Total Return A,B

  13.14%

  21.79%

  (47.84)%

  34.08%

  25.49%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

  1.60%

  1.65%

  1.68%

  1.63%

  1.71%

Expenses net of fee waivers, if any

  1.60%

  1.65%

  1.68%

  1.63%

  1.71%

Expenses net of all reductions

  1.56%

  1.60%

  1.64%

  1.60%

  1.65%

Net investment income (loss)

  .79%

  1.00%

  .91%

  .70%

  .78%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 92

$ 83

$ 64

$ 53

$ 10

Portfolio turnover rate E

  82%

  98%

  79%

  56%

  56%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.18

$ 23.25

$ 46.70

$ 36.12

$ 30.36

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)C

  .08

  .12

  .15

  .08

  .08

Net realized and unrealized gain (loss)

  3.44

  4.81

  (21.77)

  11.64

  7.19

Total from investment operations

  3.52

  4.93

  (21.62)

  11.72

  7.27

Distributions from net investment income

  (.06)

  -

  (.16)

  (.16)

  (.11)

Distributions from net realized gain

  (.04)

  -

  (1.67)

  (.98)

  (1.40)

Total distributions

  (.10)

  -

  (1.83)

  (1.14)

  (1.51)

Redemption fees added to paid in capital C,G

  -

  -

  -

  -

  -

Net asset value, end of period

$ 31.60

$ 28.18

$ 23.25

$ 46.70

$ 36.12

Total ReturnA,B

  12.52%

  21.20%

  (48.11)%

  33.37%

  24.91%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  2.12%

  2.16%

  2.19%

  2.14%

  2.27%

Expenses net of fee waivers, if any

  2.12%

  2.16%

  2.19%

  2.14%

  2.25%

Expenses net of all reductions

  2.08%

  2.11%

  2.15%

  2.10%

  2.19%

Net investment income (loss)

  .27%

  .49%

  .40%

  .19%

  .24%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 14

$ 16

$ 15

$ 17

$ 4

Portfolio turnover rate E

  82%

  98%

  79%

  56%

  56%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.23

$ 23.31

$ 46.82

$ 36.19

$ 30.41

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .09

  .12

  .15

  .09

  .11

Net realized and unrealized gain (loss)

  3.45

  4.82

  (21.82)

  11.66

  7.19

Total from investment operations

  3.54

  4.94

  (21.67)

  11.75

  7.30

Distributions from net investment income

  (.05)

  (.02)

  (.17)

  (.14)

  (.12)

Distributions from net realized gain

  (.04)

  -

  (1.67)

  (.98)

  (1.40)

Total distributions

  (.09)

  (.02)

  (1.84)

  (1.12)

  (1.52)

Redemption fees added to paid in capital C,G

  -

  -

  -

  -

  -

Net asset value, end of period

$ 31.68

$ 28.23

$ 23.31

$ 46.82

$ 36.19

Total Return A,B

  12.54%

  21.22%

  (48.10)%

  33.38%

  24.97%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  2.09%

  2.14%

  2.17%

  2.11%

  2.16%

Expenses net of fee waivers, if any

  2.09%

  2.14%

  2.17%

  2.11%

  2.16%

Expenses net of all reductions

  2.05%

  2.09%

  2.13%

  2.08%

  2.11%

Net investment income (loss)

  .30%

  .51%

  .42%

  .22%

  .33%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 44

$ 43

$ 36

$ 28

$ 6

Portfolio turnover rate E

  82%

  98%

  79%

  56%

  56%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Discovery

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.79

$ 23.88

$ 47.68

$ 36.67

$ 30.65

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .40

  .37

  .57

  .53

  .48

Net realized and unrealized gain (loss)

  3.54

  4.88

  (22.29)

  11.84

  7.25

Total from investment operations

  3.94

  5.25

  (21.72)

  12.37

  7.73

Distributions from net investment income

  (.35)

  (.34)

  (.41)

  (.38)

  (.31)

Distributions from net realized gain

  (.04)

  -

  (1.67)

  (.98)

  (1.40)

Total distributions

  (.39)

  (.34)

  (2.08)

  (1.36)

  (1.71)

Redemption fees added to paid in capital B,F

  -

  -

  -

  -

  -

Net asset value, end of period

$ 32.34

$ 28.79

$ 23.88

$ 47.68

$ 36.67

Total Return A

  13.76%

  22.47%

  (47.55)%

  34.85%

  26.34%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  1.05%

  1.12%

  1.09%

  1.04%

  1.09%

Expenses net of fee waivers, if any

  1.05%

  1.12%

  1.09%

  1.04%

  1.08%

Expenses net of all reductions

  1.00%

  1.07%

  1.05%

  1.00%

  1.03%

Net investment income (loss)

  1.35%

  1.53%

  1.51%

  1.30%

  1.41%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 8,133

$ 8,114

$ 6,999

$ 14,176

$ 8,054

Portfolio turnover rateD

  82%

  98%

  79%

  56%

  56%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class K

Years ended October 31,

2010

2009

2008G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 28.78

$ 23.90

$ 40.32

Income from Investment Operations

 

 

 

Net investment income (loss)D

  .46

  .44

  .10

Net realized and unrealized gain (loss)

  3.53

  4.86

  (16.52)

Total from investment operations

  3.99

  5.30

  (16.42)

Distributions from net investment income

  (.41)

  (.42)

  -

Distributions from net realized gain

  (.04)

  -

  -

Total distributions

  (.45)

  (.42)

  -

Redemption fees added to paid in capital D,I

  -

  -

  -

Net asset value, end of period

$ 32.32

$ 28.78

$ 23.90

Total ReturnB,C

  13.96%

  22.80%

  (40.72)%

Ratios to Average Net AssetsE,H

 

 

 

Expenses before reductions

  .84%

  .88%

  .93%A

Expenses net of fee waivers, if any

  .84%

  .88%

  .93%A

Expenses net of all reductions

  .79%

  .83%

  .89%A

Net investment income (loss)

  1.55%

  1.77%

  .83%A

Supplemental Data

 

 

 

Net assets, end of period (in millions)

$ 1,078

$ 674

$ 145

Portfolio turnover rateF

  82%

  98%

  79%

A Annualized

B Total returns for period of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.77

$ 23.91

$ 47.73

$ 36.71

$ 30.68

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .41

  .39

  .53

  .55

  .51

Net realized and unrealized gain (loss)

  3.55

  4.86

  (22.24)

  11.85

  7.25

Total from investment operations

  3.96

  5.25

  (21.71)

  12.40

  7.76

Distributions from net investment income

  (.38)

  (.39)

  (.44)

  (.40)

  (.33)

Distributions from net realized gain

  (.04)

  -

  (1.67)

  (.98)

  (1.40)

Total distributions

  (.42)

  (.39)

  (2.11)

  (1.38)

  (1.73)

Redemption fees added to paid in capital B,F

  -

  -

  -

  -

  -

Net asset value, end of period

$ 32.31

$ 28.77

$ 23.91

$ 47.73

$ 36.71

Total Return A

  13.84%

  22.52%

  (47.51)%

  34.93%

  26.45%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  .99%

  1.05%

  1.05%

  .97%

  1.00%

Expenses net of fee waivers, if any

  .99%

  1.05%

  1.05%

  .97%

  1.00%

Expenses net of all reductions

  .95%

  1.00%

  1.01%

  .94%

  .95%

Net investment income (loss)

  1.40%

  1.60%

  1.54%

  1.36%

  1.49%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 319

$ 267

$ 159

$ 58

$ 28

Portfolio turnover rateD

  82%

  98%

  79%

  56%

  56%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

(Amounts in thousands except ratios)

1. Organization.

Fidelity International Discovery Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, International Discovery, Class K and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements.

Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

(ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in significant transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds,including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 1,665,347

Gross unrealized depreciation

(554,558)

Net unrealized appreciation (depreciation)

$ 1,110,789

 

 

Tax Cost

$ 9,060,967

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 167,811

Capital loss carryforward

$ (1,803,058)

Net unrealized appreciation (depreciation)

$ 1,112,591

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 129,796

$ 107,705

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the SEC which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

4. Operating Policies - continued

Repurchase Agreements - continued

The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $7,811,097 and $8,569,062, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± 20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of International Discovery share class as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .75% of the Fund's average net assets.

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total
Fees

Retained
by FDC

Class A

-%

.25%

$ 1,036

$ 43

Class T

.25%

.25%

447

-*

Class B

.75%

.25%

156

117

Class C

.75%

.25%

445

40

 

 

 

$ 2,084

$ 200

* Amount represents four hundred sixty dollars.

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 65

Class T

12

Class B*

31

Class C*

2

 

$ 110

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Class K. FIIOC receives an asset-based fee of Class K's average net assets. FIIOC pays for typesetting, printing and mailing of

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 1,216

.29

Class T

281

.31

Class B

52

.33

Class C

136

.31

International Discovery

20,622

.26

Class K

437

.05

Institutional Class

627

.20

 

$ 23,371

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $10 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end there was no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average
Interest Rate

Interest
Expense

Borrower

$ 31,133

.45%

$ 12

Annual Report

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $38 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $6,155. During the period, there were no securities loaned to FCM.

9. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. The average daily loan balance during the period for which loans were outstanding amounted to $8,212. The weighted average interest rate was .71%. The interest expense amounted to one hundred sixty-two dollars under the bank borrowing program. At period end, there were no bank borrowings outstanding.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

10. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $4,562 for the period.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Class A

$ 3,889

$ 3,982

Class T

633

533

Class B

37

-

Class C

71

30

International Discovery

98,508

96,783

Class K

9,602

3,616

Institutional Class

3,682

2,761

Total

$ 116,422

$ 107,705

From net realized gain

 

 

Class A

$ 555

$ -

Class T

119

-

Class B

23

-

Class C

61

-

International Discovery

11,290

-

Class K

935

-

Institutional Class

391

-

Total

$ 13,374

$ -

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009A

2010

2009A

Class A

 

 

 

 

Shares sold

4,849

5,354

$ 142,203

$ 128,318

Reinvestment of distributions

120

132

3,654

2,786

Shares redeemed

(7,259)

(7,017)

(215,574)

(163,223)

Net increase (decrease)

(2,290)

(1,531)

$ (69,717)

$ (32,119)

Annual Report

12. Share Transactions - continued

 

Shares

Dollars

Years ended October 31,

2010

2009A

2010

2009A

Class T

 

 

 

 

Shares sold

1,165

1,335

$ 34,154

$ 31,263

Reinvestment of distributions

24

24

716

507

Shares redeemed

(1,228)

(1,140)

(35,631)

(25,765)

Net increase (decrease)

(39)

219

$ (761)

$ 6,005

Class B

 

 

 

 

Shares sold

105

161

$ 3,047

$ 3,835

Reinvestment of distributions

2

-

54

-

Shares redeemed

(227)

(227)

(6,544)

(5,155)

Net increase (decrease)

(120)

(66)

$ (3,443)

$ (1,320)

Class C

 

 

 

 

Shares sold

356

920

$ 10,567

$ 20,539

Reinvestment of distributions

4

1

116

26

Shares redeemed

(515)

(953)

(14,926)

(22,201)

Net increase (decrease)

(155)

(32)

$ (4,243)

$ (1,636)

International Discovery

 

 

 

 

Shares sold

55,460

74,803

$ 1,640,231

$ 1,831,653

Conversion to Class K

-

(12,549)

-

(279,461)

Reinvestment of distributions

3,453

4,362

105,461

92,471

Shares redeemed

(89,239)

(77,871)

(2,636,183)

(1,831,786)

Net increase (decrease)

(30,326)

(11,255)

$ (890,491)

$ (187,123)

Class K

 

 

 

 

Shares sold

16,961

10,015

$ 491,304

$ 246,074

Conversion from International Discovery

-

12,572

-

279,461

Reinvestment of distributions

346

171

10,537

3,616

Shares redeemed

(7,377)

(5,401)

(215,813)

(128,754)

Net increase (decrease)

9,930

17,357

$ 286,028

$ 400,397

Institutional Class

 

 

 

 

Shares sold

4,322

10,440

$ 127,580

$ 235,326

Reinvestment of distributions

36

41

1,083

875

Shares redeemed

(3,773)

(7,843)

(108,068)

(169,915)

Net increase (decrease)

585

2,638

$ 20,595

$ 66,286

A Conversion transactions for Class K and International Discovery are for the period November 1, 2008 though August 31, 2009.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

13. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity International Discovery Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity International Discovery Fund (a fund of Fidelity Investment Trust) at October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity International Discovery Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 17, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Annual Report

Trustees and Officers - continued

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

Annual Report

Trustees and Officers - continued

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002- 2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-
present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Annual Report

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008- present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity International Discovery Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Class A

12/06/10

12/03/10

$0.32

$0.155

Class T

12/06/10

12/03/10

$0.243

$0.155

Class B

12/06/10

12/03/10

$0.055

$0.155

Class C

12/06/10

12/03/10

$0.077

$0.155

Class A, T, B and C designate 100% of the dividend distributed in December during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Class A

12/07/09

$0.289

$0.0296

Class T

12/07/09

$0.234

$0.0296

Class B

12/07/09

$0.111

$0.0296

Class C

12/07/09

$0.096

$0.0296

The fund will notify shareholders in January 20101of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Discovery Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured over multiple periods against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, as available, the cumulative total returns of Institutional Class (Class I) and the retail class of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. The returns of the retail class and Class B show the performance of the highest performing class (based on five-year performance) and the lowest performing class (based on three-year performance), respectively. The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity International Discovery Fund

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The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class of the fund (the class with the longer performance record) was in the third quartile for the one-year period and the second quartile for the three- and five-year periods. The Board also noted that the investment performance of the retail class of the fund compared favorably to its benchmark for the three- and five-year periods, although the fund's one-year cumulative total return was lower than its benchmark. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 15% means that 85% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity International Discovery Fund

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The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, Institutional Class, the retail class, and Class K ranked below its competitive median for 2009 and the total expenses of Class T ranked above its competitive median for 2009. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Annual Report

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors (U.K.) Limited

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Northern Trust Company

Chicago, IL

AID-UANN-1210
1.806656.105

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(Fidelity Investment logo)(registered trademark)
Fidelity AdvisorSM
International Discovery
Fund - Institutional Class

Annual Report

October 31, 2010

Institutional Class is
a class of Fidelity®
International Discovery Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the fund's most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Past 10 years

  Institutional Class A, B

13.84%

4.55%

5.28%

A The initial offering of Institutional Class shares took place on January 6, 2005. Returns prior to January 6, 2005 are those of Fidelity® International Discovery Fund, the original class of the fund.

B Prior to October 1, 2004, the fund operated under certain different investment policies. The fund's historical performance may not represent its current investment policies.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity AdvisorSM International Discovery Fund - Institutional Class on October 31, 2000. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE® (Europe, Australasia, Far East) Index performed over the same period. The initial offering of Institutional Class took place on January 6, 2005. See above for additional information regarding the performance of Institutional Class.

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Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from William Kennedy, Portfolio Manager of Fidelity AdvisorSM International Discovery Fund: For the 12 months ending October 31, 2010, the fund's Institutional Class shares returned 13.84%, beating the 8.49% return of the MSCI EAFE® (Europe, Australasia, Far East) Index. Stock selection drove relative performance, with particularly strong gains coming from investments in emerging markets, as well as the consumer discretionary, information technology, health care and industrials sectors. Top contributors included Elekta, a Swedish manufacturer of radiation- therapy equipment that benefited from successful product launches and an increase in capital spending by hospitals, and SSL International, a U.K. health care company that received a handsome buyout offer. I sold SSL. In consumer discretionary - which increased as a percentage of fund assets - strong gains at Carphone Warehouse Group, a U.K. cell phone retailer, were fueled in part by an expanding partnership with big-box electronics retailer Best Buy. All three holdings were out-of-index positions. Detractors were minimal, with underweightings in consumer staples and materials just nicking results. Stock disappointments included HeidelbergCement, a German cement company whose U.S. business was hurt by the weak housing market, and Swiss investment bank UBS, whose revenue slowed more than expected.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2009 to October 31, 2010

Class A

1.32%

 

 

 

Actual

 

$ 1,000.00

$ 1,071.90

$ 6.89

Hypothetical A

 

$ 1,000.00

$ 1,018.55

$ 6.72

Class T

1.57%

 

 

 

Actual

 

$ 1,000.00

$ 1,070.70

$ 8.19

Hypothetical A

 

$ 1,000.00

$ 1,017.29

$ 7.98

Class B

2.08%

 

 

 

Actual

 

$ 1,000.00

$ 1,067.90

$ 10.84

Hypothetical A

 

$ 1,000.00

$ 1,014.72

$ 10.56

Class C

2.07%

 

 

 

Actual

 

$ 1,000.00

$ 1,067.70

$ 10.79

Hypothetical A

 

$ 1,000.00

$ 1,014.77

$ 10.51

International Discovery

1.02%

 

 

 

Actual

 

$ 1,000.00

$ 1,073.70

$ 5.33

Hypothetical A

 

$ 1,000.00

$ 1,020.06

$ 5.19

Class K

.82%

 

 

 

Actual

 

$ 1,000.00

$ 1,074.80

$ 4.29

Hypothetical A

 

$ 1,000.00

$ 1,021.07

$ 4.18

Institutional Class

.97%

 

 

 

Actual

 

$ 1,000.00

$ 1,074.10

$ 5.07

Hypothetical A

 

$ 1,000.00

$ 1,020.32

$ 4.94

A 5% return per year before expenses

*Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

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United Kingdom 20.9%

 

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Japan 12.1%

 

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France 8.8%

 

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Switzerland 7.0%

 

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Germany 6.6%

 

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United States of America 4.3%

 

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Spain 3.8%

 

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Denmark 3.3%

 

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Australia 3.0%

 

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Other 30.2%

 

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Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

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United Kingdom 20.0%

 

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Japan 18.7%

 

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France 9.6%

 

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Switzerland 7.2%

 

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Germany 6.7%

 

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Netherlands 3.8%

 

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Australia 3.0%

 

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Spain 3.0%

 

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United States of America 2.3%

 

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Other 25.7%

 

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Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation (% of fund's net assets)

 

As of
October 31, 2010

As of
April 30, 2010

Stocks

98.6

99.3

Short-Term Investments and Net Other Assets

1.4

0.7

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

BHP Billiton PLC (United Kingdom, Metals & Mining)

1.9

1.3

Royal Dutch Shell PLC Class B (United Kingdom, Oil, Gas & Consumable Fuels)

1.9

2.0

BP PLC (United Kingdom, Oil, Gas & Consumable Fuels)

1.6

1.2

Nestle SA (Switzerland, Food Products)

1.6

1.4

Novartis AG (Switzerland, Pharmaceuticals)

1.5

1.2

Novo Nordisk AS Series B (Denmark, Pharmaceuticals)

1.4

0.9

HSBC Holdings PLC (United Kingdom) (United Kingdom, Commercial Banks)

1.3

1.9

Bayerische Motoren Werke AG (BMW) (Germany, Automobiles)

1.3

0.9

SOFTBANK CORP. (Japan, Wireless Telecommunication Services)

1.3

0.8

LVMH Moet Hennessy - Louis Vuitton (France, Textiles, Apparel & Luxury Goods)

1.2

0.6

 

15.0

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

22.0

21.6

Consumer Discretionary

20.8

15.7

Industrials

9.5

11.0

Materials

9.3

9.6

Health Care

9.1

9.1

Consumer Staples

8.6

7.8

Energy

6.4

7.8

Information Technology

6.1

11.1

Telecommunication Services

6.2

4.0

Utilities

0.6

1.6

Annual Report

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 97.2%

Shares

Value (000s)

Australia - 3.0%

Australia & New Zealand Banking Group Ltd.

4,456,031

$ 108,304

JB Hi-Fi Ltd. (d)

1,401,880

27,302

Macquarie Group Ltd.

1,446,043

51,282

Newcrest Mining Ltd.

1,300,681

50,918

Wesfarmers Ltd.

1,097,894

35,644

Westfield Group unit

2,381,694

28,885

TOTAL AUSTRALIA

302,335

Bailiwick of Jersey - 0.6%

Experian PLC

3,677,200

42,742

Informa PLC

2,335,767

16,316

TOTAL BAILIWICK OF JERSEY

59,058

Belgium - 1.2%

Anheuser-Busch InBev SA NV

1,791,980

112,293

EVS Broadcast Equipment SA

89,263

5,602

TOTAL BELGIUM

117,895

Bermuda - 1.1%

Huabao International Holdings Ltd.

27,748,000

41,812

Li & Fung Ltd.

4,808,000

25,401

Noble Group Ltd.

26,477,364

38,050

Sihuan Pharmaceutical Holdings Group Ltd.

496,000

360

TOTAL BERMUDA

105,623

Brazil - 1.7%

Banco ABC Brasil SA

572,000

5,635

Banco Santander (Brasil) SA ADR

1,896,000

27,302

Diagnosticos da America SA

2,508,000

30,959

Drogasil SA

1,040,700

26,323

Souza Cruz Industria Comerico

1,579,500

81,157

TOTAL BRAZIL

171,376

British Virgin Islands - 0.3%

HLS Systems International Ltd. (a)(d)

610,767

7,720

Playtech Ltd. (d)

3,758,978

26,966

TOTAL BRITISH VIRGIN ISLANDS

34,686

Canada - 1.8%

First Quantum Minerals Ltd.

249,300

21,831

InterOil Corp. (a)(d)

247,600

17,624

Niko Resources Ltd.

483,100

46,088

Open Text Corp. (a)

769,600

34,047

Common Stocks - continued

Shares

Value (000s)

Canada - continued

Pan American Silver Corp.

843,000

$ 26,909

Petrobank Energy & Resources Ltd. (a)

813,500

32,376

TOTAL CANADA

178,875

Cayman Islands - 2.4%

Belle International Holdings Ltd.

9,430,000

17,032

Bosideng International Holdings Ltd.

81,544,000

41,239

China Lodging Group Ltd. ADR (d)

344,759

8,381

Ctrip.com International Ltd. sponsored ADR (a)

505,000

26,295

Eurasia Drilling Co. Ltd. GDR (f)

257,900

6,576

Hengdeli Holdings Ltd.

75,304,000

41,775

Mongolian Mining Corp.

15,168,000

16,418

Perfect World Co. Ltd. sponsored ADR Class B (a)

771,187

24,986

Shenguan Holdings Group Ltd.

21,268,000

27,713

TPK Holdings Co.

25,000

413

Want Want China Holdings Ltd.

36,693,000

33,847

TOTAL CAYMAN ISLANDS

244,675

China - 1.2%

Baidu.com, Inc. sponsored ADR (a)

348,900

38,382

China Merchants Bank Co. Ltd. (H Shares)

18,516,200

52,554

Comba Telecom Systems Holdings Ltd. (d)

7,504,420

8,520

Minth Group Ltd.

2,146,000

4,014

Zhaojin Mining Industry Co. Ltd. (H Shares)

2,492,000

7,748

ZTE Corp. (H Shares) (d)

2,362,096

8,776

TOTAL CHINA

119,994

Cyprus - 0.0%

Aisi Realty Public Ltd. (a)(e)

21,633,000

607

Denmark - 3.3%

Carlsberg AS Series B

673,200

73,612

Novo Nordisk AS Series B

1,311,389

137,673

Pandora A/S

758,300

36,789

William Demant Holding AS (a)

1,094,900

82,070

TOTAL DENMARK

330,144

Egypt - 0.2%

Orascom Construction Industries SAE GDR

443,300

20,525

France - 8.8%

Accor SA

732,241

30,021

Atos Origin SA (a)

1,202,978

55,615

AXA SA

2,162,866

39,365

Common Stocks - continued

Shares

Value (000s)

France - continued

BNP Paribas SA

983,966

$ 71,948

Carrefour SA

973,625

52,537

Compagnie Generale de Geophysique SA (a)

1,085,600

25,352

Edenred (a)

552,100

11,562

Essilor International SA

566,366

37,812

GDF Suez

760,000

30,329

Iliad Group SA (d)

509,521

57,356

LVMH Moet Hennessy - Louis Vuitton

797,092

124,886

Pernod-Ricard SA

388,925

34,478

PPR SA

664,000

108,838

Sanofi-Aventis

317,944

22,270

Schneider Electric SA

588,962

83,590

Societe Generale Series A

1,175,263

70,360

Unibail-Rodamco

118,400

24,663

TOTAL FRANCE

880,982

Germany - 5.2%

Bayerische Motoren Werke AG (BMW)

1,818,327

130,326

Fresenius Medical Care AG & Co. KGaA

964,000

61,394

GEA Group AG

2,030,727

53,094

HeidelbergCement AG

245,167

12,822

Kabel Deutschland Holding AG

1,258,000

56,636

MAN SE

529,280

58,181

Metro AG

439,200

30,776

Siemens AG

1,089,506

124,433

TOTAL GERMANY

527,662

Greece - 0.2%

Coca-Cola Hellenic Bottling Co. SA

692,200

17,915

Hong Kong - 1.6%

AIA Group Ltd.

5,311,400

15,795

Henderson Land Development Co. Ltd.

3,760,700

26,709

I.T Ltd.

21,016,000

17,732

Techtronic Industries Co. Ltd.

65,201,500

66,032

Wharf Holdings Ltd.

4,890,000

32,111

TOTAL HONG KONG

158,379

India - 2.8%

Adani Enterprises Ltd.

1,982,014

31,500

Gitanjali Gems Ltd.

2,506,415

16,763

Housing Development Finance Corp. Ltd.

1,506,925

23,380

IndusInd Bank Ltd.

2,074,982

12,340

Common Stocks - continued

Shares

Value (000s)

India - continued

INFO Edge India Ltd.

679,326

$ 10,427

Infrastructure Development Finance Co. Ltd.

3,122,908

14,094

Larsen & Toubro Ltd.

783,228

35,831

LIC Housing Finance Ltd.

1,481,322

44,801

Reliance Industries Ltd.

903,416

22,343

Rural Electrification Corp. Ltd.

2,750,582

23,001

Shriram Transport Finance Co. Ltd.

621,359

12,356

State Bank of India

217,944

15,491

The Jammu & Kashmir Bank Ltd.

545,569

11,206

Titan Industries Ltd.

160,588

12,869

TOTAL INDIA

286,402

Indonesia - 0.7%

PT Bank Rakyat Indonesia Tbk

19,678,500

25,100

PT Tower Bersama Infrastructure Tbk

4,813,500

1,373

PT XL Axiata Tbk (a)

67,983,500

43,738

TOTAL INDONESIA

70,211

Ireland - 0.5%

Ingersoll-Rand Co. Ltd.

731,600

28,759

James Hardie Industries NV unit (a)

3,882,491

20,501

TOTAL IRELAND

49,260

Israel - 0.2%

Israel Chemicals Ltd.

1,513,500

23,150

Italy - 1.4%

Intesa Sanpaolo SpA

5,602,109

19,702

Intesa Sanpaolo SpA (Risparmio Shares)

6,681,302

18,305

Prysmian SpA

964,200

18,689

Saipem SpA

1,876,915

83,389

TOTAL ITALY

140,085

Japan - 12.1%

ABC-Mart, Inc.

1,529,000

52,005

Asics Corp.

2,858,000

30,864

Canon, Inc.

1,331,350

61,286

Cosmos Pharmaceutical Corp.

543,200

17,099

Denso Corp.

1,577,500

49,057

Don Quijote Co. Ltd.

808,400

22,091

eAccess Ltd.

24,546

17,905

Fast Retailing Co. Ltd.

89,100

11,671

Goldcrest Co. Ltd.

161,770

3,492

Common Stocks - continued

Shares

Value (000s)

Japan - continued

Honda Motor Co. Ltd.

1,736,200

$ 62,588

JSR Corp.

2,283,400

39,527

Keyence Corp.

192,600

47,749

Komatsu Ltd.

1,833,900

44,823

Mazda Motor Corp.

14,841,000

37,718

Misumi Group, Inc.

825,300

17,692

Mitsubishi Corp.

1,980,200

47,564

Mitsubishi UFJ Financial Group, Inc.

12,527,700

58,141

Mitsui & Co. Ltd.

2,230,900

35,086

Mizuho Financial Group, Inc.

17,803,700

25,821

Nichi-iko Pharmaceutical Co. Ltd.

932,200

32,877

Nintendo Co. Ltd.

88,400

22,905

Omron Corp.

1,439,900

33,425

ORIX Corp.

1,209,560

110,329

Osaka Securities Exchange Co. Ltd.

1,866

9,391

Rakuten, Inc.

80,045

61,673

Ricoh Co. Ltd.

3,021,000

42,260

Sawai Pharmaceutical Co. Ltd. (d)

160,300

14,004

SOFTBANK CORP.

4,003,100

128,560

Sony Financial Holdings, Inc.

7,099

24,701

Start Today Co. Ltd.

7,249

22,548

Sumitomo Mitsui Financial Group, Inc.

1,151,300

34,364

TOTAL JAPAN

1,219,216

Korea (South) - 1.5%

Hyundai Motor Co.

192,345

29,078

Kia Motors Corp.

912,890

36,451

NCsoft Corp.

97,952

21,559

NHN Corp. (a)

123,150

21,848

Samsung Electronics Co. Ltd.

38,175

25,292

Shinhan Financial Group Co. Ltd.

421,030

16,306

TOTAL KOREA (SOUTH)

150,534

Luxembourg - 0.3%

Millicom International Cellular SA

282,400

26,715

Mauritius - 0.2%

MakeMyTrip Ltd.

456,425

16,500

Mexico - 0.4%

Wal-Mart de Mexico SA de CV Series V

14,883,600

40,708

Netherlands - 2.2%

AEGON NV (a)

3,601,200

22,818

Gemalto NV (d)

704,193

32,061

Common Stocks - continued

Shares

Value (000s)

Netherlands - continued

ING Groep NV (Certificaten Van Aandelen) unit (a)

4,878,900

$ 52,185

Koninklijke Philips Electronics NV

2,283,638

69,639

LyondellBasell Industries NV Class A (a)

1,230,700

33,057

Randstad Holdings NV (a)

229,781

10,935

TOTAL NETHERLANDS

220,695

Norway - 1.6%

Aker Solutions ASA

1,903,800

28,983

DnB NOR ASA

5,226,955

71,723

Telenor ASA

1,549,800

24,982

Yara International ASA

620,300

32,607

TOTAL NORWAY

158,295

Poland - 0.1%

Eurocash SA

980,199

9,009

Qatar - 0.2%

Commercial Bank of Qatar GDR (Reg. S)

5,094,802

23,345

Singapore - 0.3%

Keppel Corp. Ltd.

4,295,000

33,118

South Africa - 2.2%

African Rainbow Minerals Ltd.

607,700

15,503

AngloGold Ashanti Ltd. sponsored ADR

816,100

38,446

Clicks Group Ltd.

7,968,139

51,983

Mr Price Group Ltd.

3,702,400

33,646

Sanlam Ltd.

7,188,000

26,946

Standard Bank Group Ltd.

1,349,000

19,893

Woolworths Holdings Ltd.

9,804,233

38,419

TOTAL SOUTH AFRICA

224,836

Spain - 3.8%

Antena 3 Television SA

2,176,200

22,226

Banco Bilbao Vizcaya Argentaria SA

4,146,934

54,620

Banco Santander SA

8,695,646

111,585

Gestevision Telecinco SA

2,269,700

28,948

Inditex SA (d)

398,393

33,266

Prosegur Compania de Seguridad SA (Reg.)

479,200

28,712

Telefonica SA

3,645,705

98,491

TOTAL SPAIN

377,848

Sweden - 1.7%

Elekta AB (B Shares)

2,194,000

83,011

Common Stocks - continued

Shares

Value (000s)

Sweden - continued

H&M Hennes & Mauritz AB (B Shares)

1,301,280

$ 45,846

Modern Times Group MTG AB (B Shares)

579,300

41,538

TOTAL SWEDEN

170,395

Switzerland - 7.0%

Adecco SA (Reg.)

243,346

13,597

Compagnie Financiere Richemont SA Series A

692,855

34,546

Credit Suisse Group

644,315

26,666

Kuehne & Nagel International AG

197,400

24,406

Lonza Group AG

349,225

30,564

Nestle SA

2,845,723

155,823

Novartis AG

2,677,083

155,070

Partners Group Holding

176,756

32,322

Schindler Holding AG (participation certificate)

228,540

24,494

Sonova Holding AG Class B

213,178

24,689

The Swatch Group AG (Bearer)

175,550

67,074

UBS AG (a)

3,459,090

58,744

Zurich Financial Services AG

251,733

61,607

TOTAL SWITZERLAND

709,602

Taiwan - 0.5%

HTC Corp.

2,247,850

50,752

Thailand - 0.4%

Bangkok Bank Public Co. Ltd. (For. Reg.)

8,336,000

43,016

Turkey - 0.7%

Boyner Buyuk Magazacilik AS (a)(e)

4,833,645

11,256

Dogus Otomotiv Servis ve Ticaret AS (a)

2,849,000

21,452

Turkiye Garanti Bankasi AS

6,816,000

41,819

TOTAL TURKEY

74,527

United Kingdom - 20.9%

Aberdeen Asset Management PLC

12,139,132

34,580

Aegis Group PLC

12,834,711

25,848

Anglo American PLC (United Kingdom)

1,583,300

73,767

AstraZeneca PLC (United Kingdom)

1,776,034

89,327

Barclays PLC

20,242,493

88,943

BG Group PLC

943,475

18,373

BHP Billiton PLC

5,343,392

189,262

BP PLC

24,342,500

165,439

British Land Co. PLC

2,363,434

19,293

Britvic PLC

5,435,800

42,012

Burberry Group PLC

2,391,800

39,048

Common Stocks - continued

Shares

Value (000s)

United Kingdom - continued

Carphone Warehouse Group PLC (a)

15,119,465

$ 73,761

Cookson Group PLC (a)

1,543,760

12,738

GlaxoSmithKline PLC

6,239,100

121,819

HSBC Holdings PLC (United Kingdom)

12,868,660

133,916

IG Group Holdings PLC

6,526,105

55,259

InterContinental Hotel Group PLC

2,054,000

39,664

International Personal Finance PLC

9,411,888

46,896

International Power PLC

3,956,720

26,454

Legal & General Group PLC

18,411,796

29,616

Lloyds Banking Group PLC (a)

49,557,364

54,463

Micro Focus International PLC

2,166,900

13,255

Ocado Group PLC (a)(d)

14,388,400

32,204

Reckitt Benckiser Group PLC

1,415,031

79,144

Rio Tinto PLC

1,536,344

99,773

Royal Dutch Shell PLC Class B

5,903,573

188,900

Schroders PLC

1,532,400

38,767

SuperGroup PLC

101,212

1,832

TalkTalk Telecom Group PLC (a)

18,424,592

38,936

Ultra Electronics Holdings PLC

614,667

18,327

Vodafone Group PLC

42,989,943

117,503

Wolseley PLC (a)

1,389,264

37,015

Xstrata PLC

3,171,800

61,463

TOTAL UNITED KINGDOM

2,107,597

United States of America - 2.9%

AsiaInfo Holdings, Inc. (a)(d)

717,700

15,947

CF Industries Holdings, Inc.

273,800

33,549

Freeport-McMoRan Copper & Gold, Inc.

420,100

39,775

NII Holdings, Inc. (a)

1,802,500

75,363

The Mosaic Co.

376,200

27,523

Virgin Media, Inc. (d)

2,966,300

75,433

Walter Energy, Inc.

286,800

25,227

TOTAL UNITED STATES OF AMERICA

292,817

TOTAL COMMON STOCKS

(Cost $8,518,349)

9,789,364

Nonconvertible Preferred Stocks - 1.4%

Shares

Value (000s)

Germany - 1.4%

ProSiebenSat.1 Media AG

783,800

$ 20,711

Volkswagen AG

789,800

118,688

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $105,062)

139,399

Money Market Funds - 2.2%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)

100,758,575

100,759

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

123,571,582

123,572

TOTAL MONEY MARKET FUNDS

(Cost $224,331)

224,331

Cash Equivalents - 0.2%

Maturity Amount (000s)

 

Investments in repurchase agreements in a joint trading account at 0.22%, dated 10/29/10 due 11/1/10 (Collateralized by U.S. Treasury Obligations) #
(Cost $18,662)

$ 18,662

18,662

TOTAL INVESTMENT PORTFOLIO - 101.0%

(Cost $8,866,404)

10,171,756

NET OTHER ASSETS (LIABILITIES) - (1.0)%

(99,606)

NET ASSETS - 100%

$ 10,072,150

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Affiliated company

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $6,576,000 or 0.1% of net assets.

# Additional information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty

Value
(Amounts in thousands)

$18,662,000 due 11/01/10 at 0.22%

BNP Paribas Securities Corp.

$ 8,683

Banc of America Securities LLC

3,254

Barclays Capital, Inc.

6,725

 

$ 18,662

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 127

Fidelity Securities Lending Cash Central Fund

6,155

Total

$ 6,282

Other Affiliated Issuers

An affiliated company is a company in which the Fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate
(Amounts in thousands)

Value, beginning of period

Purchases

Sales Proceeds

Dividend Income

Value,
end of
period

Aisi Realty Public Ltd.

$ 1,243

$ -

$ -

$ -

$ 607

Boyner Buyuk Magazacilik AS

-

11,785

-

-

11,256

Total

$ 1,243

$ 11,785

$ -

$ -

$ 11,863

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description
(Amounts in thousands)

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United Kingdom

$ 2,107,597

$ 818,588

$ 1,289,009

$ -

Japan

1,219,216

580,277

638,939

-

France

880,982

833,360

47,622

-

Switzerland

709,602

469,122

240,480

-

Germany

667,061

481,234

185,827

-

Spain

377,848

113,152

264,696

-

Denmark

330,144

192,471

137,673

-

Australia

302,335

302,335

-

-

United States of America

292,817

292,817

-

-

Cyprus

607

-

-

607

Other

3,040,554

2,895,912

144,642

-

Money Market Funds

224,331

224,331

-

-

Cash Equivalents

18,662

-

18,662

-

Total Investments in Securities:

$ 10,171,756

$ 7,203,599

$ 2,967,550

$ 607

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

(Amounts in thousands)

 

Investments in Securities:

Beginning Balance

$ -

Total Realized Gain (Loss)

-

Total Unrealized Gain (Loss)

(636)

Cost of Purchases

-

Proceeds of Sales

-

Amortization/Accretion

-

Transfers in to Level 3

1,243

Transfers out of Level 3

-

Ending Balance

$ 607

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at October 31, 2010

$ (636)

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $1,803,058,000 of which $163,224,000 and $1,639,834,000 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

 Amounts in thousands (except per-share amounts)

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $117,688 and repurchase agreements of $18,662) - See accompanying schedule:

Unaffiliated issuers (cost $8,623,386)

$ 9,935,562

 

Fidelity Central Funds (cost $224,331)

224,331

 

Other affiliated issuers (cost $18,687)

11,863

 

Total Investments (cost $8,866,404)

 

$ 10,171,756

Cash

1

Foreign currency held at value (cost $1,005)

1,005

Receivable for investments sold

74,676

Receivable for fund shares sold

8,906

Dividends receivable

27,141

Distributions receivable from Fidelity Central Funds

250

Other receivables

3,906

Total assets

10,287,641

 

 

 

Liabilities

Payable for investments purchased

$ 61,924

Payable for fund shares redeemed

12,106

Accrued management fee

5,716

Distribution and service plan fees payable

169

Other affiliated payables

1,920

Other payables and accrued expenses

10,084

Collateral on securities loaned, at value

123,572

Total liabilities

215,491

 

 

 

Net Assets

$ 10,072,150

Net Assets consist of:

 

Paid in capital

$ 10,604,504

Undistributed net investment income

120,198

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(1,950,098)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

1,297,546

Net Assets

$ 10,072,150

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

 Amounts in thousands (except per-share amounts)

October 31, 2010

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($391,603 ÷ 12,210.4 shares)

$ 32.07

 

 

 

Maximum offering price per share (100/94.25 of $32.07)

$ 34.03

Class T:
Net Asset Value
and redemption price per share ($91,992 ÷ 2,892.1 shares)

$ 31.81

 

 

 

Maximum offering price per share (100/96.50 of $31.81)

$ 32.96

Class B:
Net Asset Value
and offering price per share ($14,434 ÷ 456.7 shares)A

$ 31.60

 

 

 

Class C:
Net Asset Value
and offering price per share ($43,557 ÷ 1,374.7 shares)A

$ 31.68

 

 

 

International Discovery:
Net Asset Value
, offering price and redemption price per share ($8,133,121 ÷ 251,479.5 shares)

$ 32.34

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($1,078,333 ÷ 33,361.2 shares)

$ 32.32

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($319,110 ÷ 9,877.0 shares)

$ 32.31

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

 Amounts in thousands

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 239,834

Interest

 

2

Income from Fidelity Central Funds

 

6,282

Income before foreign taxes withheld

 

246,118

Less foreign taxes withheld

 

(17,979)

Total income

 

228,139

 

 

 

Expenses

Management fee
Basic fee

$ 68,970

Performance adjustment

3,660

Transfer agent fees

23,371

Distribution and service plan fees

2,084

Accounting and security lending fees

1,801

Custodian fees and expenses

1,632

Independent trustees' compensation

55

Registration fees

223

Audit

117

Legal

49

Interest

12

Miscellaneous

132

Total expenses before reductions

102,106

Expense reductions

(4,562)

97,544

Net investment income (loss)

130,595

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $141)

488,568

Foreign currency transactions

(6,761)

Capital gain distributions from Fidelity Central Funds

14

Total net realized gain (loss)

 

481,821

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $8,661)

637,812

Assets and liabilities in foreign currencies

968

Total change in net unrealized appreciation (depreciation)

 

638,780

Net gain (loss)

1,120,601

Net increase (decrease) in net assets resulting from operations

$ 1,251,196

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

 Amounts in thousands

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 130,595

$ 120,477

Net realized gain (loss)

481,821

(1,782,481)

Change in net unrealized appreciation (depreciation)

638,780

3,333,708

Net increase (decrease) in net assets resulting
from operations

1,251,196

1,671,704

Distributions to shareholders from net investment income

(116,422)

(107,705)

Distributions to shareholders from net realized gain

(13,374)

-

Total distributions

(129,796)

(107,705)

Share transactions - net increase (decrease)

(662,032)

250,490

Redemption fees

291

345

Total increase (decrease) in net assets

459,659

1,814,834

 

 

 

Net Assets

Beginning of period

9,612,491

7,797,657

End of period (including undistributed net investment income of $120,198 and undistributed net investment income of $106,024, respectively)

$ 10,072,150

$ 9,612,491

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.57

$ 23.68

$ 47.34

$ 36.47

$ 30.57

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)C

  .31

  .31

  .46

  .44

  .42

Net realized and unrealized gain (loss)

  3.51

  4.84

  (22.08)

  11.76

  7.19

Total from investment operations

  3.82

  5.15

  (21.62)

  12.20

  7.61

Distributions from net investment income

  (.28)

  (.26)

  (.37)

  (.35)

  (.31)

Distributions from net realized gain

  (.04)

  -

  (1.67)

  (.98)

  (1.40)

Total distributions

  (.32)

  (.26)

  (2.04)

  (1.33)

  (1.71)

Redemption fees added to paid in capital C,G

  -

  -

  -

  -

  -

Net asset value, end of period

$ 32.07

$ 28.57

$ 23.68

$ 47.34

$ 36.47

Total ReturnA,B

  13.43%

  22.14%

  (47.65)%

  34.54%

  26.01%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  1.33%

  1.37%

  1.32%

  1.25%

  1.27%

Expenses net of fee waivers, if any

  1.33%

  1.37%

  1.32%

  1.25%

  1.27%

Expenses net of all reductions

  1.28%

  1.32%

  1.29%

  1.22%

  1.21%

Net investment income (loss)

  1.06%

  1.28%

  1.27%

  1.08%

  1.22%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 392

$ 414

$ 380

$ 417

$ 140

Portfolio turnover rate E

  82%

  98%

  79%

  56%

  56%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.35

$ 23.49

$ 47.06

$ 36.30

$ 30.49

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .23

  .24

  .33

  .29

  .27

Net realized and unrealized gain (loss)

  3.48

  4.81

  (21.94)

  11.71

  7.18

Total from investment operations

  3.71

  5.05

  (21.61)

  12.00

  7.45

Distributions from net investment income

  (.21)

  (.19)

  (.29)

  (.26)

  (.24)

Distributions from net realized gain

  (.04)

  -

  (1.67)

  (.98)

  (1.40)

Total distributions

  (.25)

  (.19)

  (1.96)

  (1.24)

  (1.64)

Redemption fees added to paid in capital C,G

  -

  -

  -

  -

  -

Net asset value, end of period

$ 31.81

$ 28.35

$ 23.49

$ 47.06

$ 36.30

Total Return A,B

  13.14%

  21.79%

  (47.84)%

  34.08%

  25.49%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

  1.60%

  1.65%

  1.68%

  1.63%

  1.71%

Expenses net of fee waivers, if any

  1.60%

  1.65%

  1.68%

  1.63%

  1.71%

Expenses net of all reductions

  1.56%

  1.60%

  1.64%

  1.60%

  1.65%

Net investment income (loss)

  .79%

  1.00%

  .91%

  .70%

  .78%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 92

$ 83

$ 64

$ 53

$ 10

Portfolio turnover rate E

  82%

  98%

  79%

  56%

  56%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.18

$ 23.25

$ 46.70

$ 36.12

$ 30.36

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)C

  .08

  .12

  .15

  .08

  .08

Net realized and unrealized gain (loss)

  3.44

  4.81

  (21.77)

  11.64

  7.19

Total from investment operations

  3.52

  4.93

  (21.62)

  11.72

  7.27

Distributions from net investment income

  (.06)

  -

  (.16)

  (.16)

  (.11)

Distributions from net realized gain

  (.04)

  -

  (1.67)

  (.98)

  (1.40)

Total distributions

  (.10)

  -

  (1.83)

  (1.14)

  (1.51)

Redemption fees added to paid in capital C,G

  -

  -

  -

  -

  -

Net asset value, end of period

$ 31.60

$ 28.18

$ 23.25

$ 46.70

$ 36.12

Total ReturnA,B

  12.52%

  21.20%

  (48.11)%

  33.37%

  24.91%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  2.12%

  2.16%

  2.19%

  2.14%

  2.27%

Expenses net of fee waivers, if any

  2.12%

  2.16%

  2.19%

  2.14%

  2.25%

Expenses net of all reductions

  2.08%

  2.11%

  2.15%

  2.10%

  2.19%

Net investment income (loss)

  .27%

  .49%

  .40%

  .19%

  .24%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 14

$ 16

$ 15

$ 17

$ 4

Portfolio turnover rate E

  82%

  98%

  79%

  56%

  56%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.23

$ 23.31

$ 46.82

$ 36.19

$ 30.41

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .09

  .12

  .15

  .09

  .11

Net realized and unrealized gain (loss)

  3.45

  4.82

  (21.82)

  11.66

  7.19

Total from investment operations

  3.54

  4.94

  (21.67)

  11.75

  7.30

Distributions from net investment income

  (.05)

  (.02)

  (.17)

  (.14)

  (.12)

Distributions from net realized gain

  (.04)

  -

  (1.67)

  (.98)

  (1.40)

Total distributions

  (.09)

  (.02)

  (1.84)

  (1.12)

  (1.52)

Redemption fees added to paid in capital C,G

  -

  -

  -

  -

  -

Net asset value, end of period

$ 31.68

$ 28.23

$ 23.31

$ 46.82

$ 36.19

Total Return A,B

  12.54%

  21.22%

  (48.10)%

  33.38%

  24.97%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  2.09%

  2.14%

  2.17%

  2.11%

  2.16%

Expenses net of fee waivers, if any

  2.09%

  2.14%

  2.17%

  2.11%

  2.16%

Expenses net of all reductions

  2.05%

  2.09%

  2.13%

  2.08%

  2.11%

Net investment income (loss)

  .30%

  .51%

  .42%

  .22%

  .33%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 44

$ 43

$ 36

$ 28

$ 6

Portfolio turnover rate E

  82%

  98%

  79%

  56%

  56%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Discovery

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.79

$ 23.88

$ 47.68

$ 36.67

$ 30.65

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .40

  .37

  .57

  .53

  .48

Net realized and unrealized gain (loss)

  3.54

  4.88

  (22.29)

  11.84

  7.25

Total from investment operations

  3.94

  5.25

  (21.72)

  12.37

  7.73

Distributions from net investment income

  (.35)

  (.34)

  (.41)

  (.38)

  (.31)

Distributions from net realized gain

  (.04)

  -

  (1.67)

  (.98)

  (1.40)

Total distributions

  (.39)

  (.34)

  (2.08)

  (1.36)

  (1.71)

Redemption fees added to paid in capital B,F

  -

  -

  -

  -

  -

Net asset value, end of period

$ 32.34

$ 28.79

$ 23.88

$ 47.68

$ 36.67

Total Return A

  13.76%

  22.47%

  (47.55)%

  34.85%

  26.34%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  1.05%

  1.12%

  1.09%

  1.04%

  1.09%

Expenses net of fee waivers, if any

  1.05%

  1.12%

  1.09%

  1.04%

  1.08%

Expenses net of all reductions

  1.00%

  1.07%

  1.05%

  1.00%

  1.03%

Net investment income (loss)

  1.35%

  1.53%

  1.51%

  1.30%

  1.41%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 8,133

$ 8,114

$ 6,999

$ 14,176

$ 8,054

Portfolio turnover rateD

  82%

  98%

  79%

  56%

  56%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class K

Years ended October 31,

2010

2009

2008G

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 28.78

$ 23.90

$ 40.32

Income from Investment Operations

 

 

 

Net investment income (loss)D

  .46

  .44

  .10

Net realized and unrealized gain (loss)

  3.53

  4.86

  (16.52)

Total from investment operations

  3.99

  5.30

  (16.42)

Distributions from net investment income

  (.41)

  (.42)

  -

Distributions from net realized gain

  (.04)

  -

  -

Total distributions

  (.45)

  (.42)

  -

Redemption fees added to paid in capital D,I

  -

  -

  -

Net asset value, end of period

$ 32.32

$ 28.78

$ 23.90

Total ReturnB,C

  13.96%

  22.80%

  (40.72)%

Ratios to Average Net AssetsE,H

 

 

 

Expenses before reductions

  .84%

  .88%

  .93%A

Expenses net of fee waivers, if any

  .84%

  .88%

  .93%A

Expenses net of all reductions

  .79%

  .83%

  .89%A

Net investment income (loss)

  1.55%

  1.77%

  .83%A

Supplemental Data

 

 

 

Net assets, end of period (in millions)

$ 1,078

$ 674

$ 145

Portfolio turnover rateF

  82%

  98%

  79%

A Annualized

B Total returns for period of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 28.77

$ 23.91

$ 47.73

$ 36.71

$ 30.68

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .41

  .39

  .53

  .55

  .51

Net realized and unrealized gain (loss)

  3.55

  4.86

  (22.24)

  11.85

  7.25

Total from investment operations

  3.96

  5.25

  (21.71)

  12.40

  7.76

Distributions from net investment income

  (.38)

  (.39)

  (.44)

  (.40)

  (.33)

Distributions from net realized gain

  (.04)

  -

  (1.67)

  (.98)

  (1.40)

Total distributions

  (.42)

  (.39)

  (2.11)

  (1.38)

  (1.73)

Redemption fees added to paid in capital B,F

  -

  -

  -

  -

  -

Net asset value, end of period

$ 32.31

$ 28.77

$ 23.91

$ 47.73

$ 36.71

Total Return A

  13.84%

  22.52%

  (47.51)%

  34.93%

  26.45%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  .99%

  1.05%

  1.05%

  .97%

  1.00%

Expenses net of fee waivers, if any

  .99%

  1.05%

  1.05%

  .97%

  1.00%

Expenses net of all reductions

  .95%

  1.00%

  1.01%

  .94%

  .95%

Net investment income (loss)

  1.40%

  1.60%

  1.54%

  1.36%

  1.49%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 319

$ 267

$ 159

$ 58

$ 28

Portfolio turnover rateD

  82%

  98%

  79%

  56%

  56%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

(Amounts in thousands except ratios)

1. Organization.

Fidelity International Discovery Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, International Discovery, Class K and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements.

Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

(ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in significant transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds,including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Deferred Trustee Compensation. Under a Deferred Compensation Plan (the Plan), independent Trustees may elect to defer receipt of a portion of their annual compensation. Deferred amounts are invested in a cross-section of Fidelity funds, are marked-to-market and remain in the Fund until distributed in accordance with the Plan. The investment of deferred amounts and the offsetting payable to the Trustees are included in the accompanying Statement of Assets and Liabilities.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 1,665,347

Gross unrealized depreciation

(554,558)

Net unrealized appreciation (depreciation)

$ 1,110,789

 

 

Tax Cost

$ 9,060,967

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 167,811

Capital loss carryforward

$ (1,803,058)

Net unrealized appreciation (depreciation)

$ 1,112,591

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 129,796

$ 107,705

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the SEC which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

4. Operating Policies - continued

Repurchase Agreements - continued

The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $7,811,097 and $8,569,062, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± 20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of International Discovery share class as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .75% of the Fund's average net assets.

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total
Fees

Retained
by FDC

Class A

-%

.25%

$ 1,036

$ 43

Class T

.25%

.25%

447

-*

Class B

.75%

.25%

156

117

Class C

.75%

.25%

445

40

 

 

 

$ 2,084

$ 200

* Amount represents four hundred sixty dollars.

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 65

Class T

12

Class B*

31

Class C*

2

 

$ 110

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund, except for Class K. FIIOC receives an asset-based fee of Class K's average net assets. FIIOC pays for typesetting, printing and mailing of

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 1,216

.29

Class T

281

.31

Class B

52

.33

Class C

136

.31

International Discovery

20,622

.26

Class K

437

.05

Institutional Class

627

.20

 

$ 23,371

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $10 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end there was no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average
Interest Rate

Interest
Expense

Borrower

$ 31,133

.45%

$ 12

Annual Report

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $38 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $6,155. During the period, there were no securities loaned to FCM.

9. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. The average daily loan balance during the period for which loans were outstanding amounted to $8,212. The weighted average interest rate was .71%. The interest expense amounted to one hundred sixty-two dollars under the bank borrowing program. At period end, there were no bank borrowings outstanding.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

10. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $4,562 for the period.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Class A

$ 3,889

$ 3,982

Class T

633

533

Class B

37

-

Class C

71

30

International Discovery

98,508

96,783

Class K

9,602

3,616

Institutional Class

3,682

2,761

Total

$ 116,422

$ 107,705

From net realized gain

 

 

Class A

$ 555

$ -

Class T

119

-

Class B

23

-

Class C

61

-

International Discovery

11,290

-

Class K

935

-

Institutional Class

391

-

Total

$ 13,374

$ -

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009A

2010

2009A

Class A

 

 

 

 

Shares sold

4,849

5,354

$ 142,203

$ 128,318

Reinvestment of distributions

120

132

3,654

2,786

Shares redeemed

(7,259)

(7,017)

(215,574)

(163,223)

Net increase (decrease)

(2,290)

(1,531)

$ (69,717)

$ (32,119)

Annual Report

12. Share Transactions - continued

 

Shares

Dollars

Years ended October 31,

2010

2009A

2010

2009A

Class T

 

 

 

 

Shares sold

1,165

1,335

$ 34,154

$ 31,263

Reinvestment of distributions

24

24

716

507

Shares redeemed

(1,228)

(1,140)

(35,631)

(25,765)

Net increase (decrease)

(39)

219

$ (761)

$ 6,005

Class B

 

 

 

 

Shares sold

105

161

$ 3,047

$ 3,835

Reinvestment of distributions

2

-

54

-

Shares redeemed

(227)

(227)

(6,544)

(5,155)

Net increase (decrease)

(120)

(66)

$ (3,443)

$ (1,320)

Class C

 

 

 

 

Shares sold

356

920

$ 10,567

$ 20,539

Reinvestment of distributions

4

1

116

26

Shares redeemed

(515)

(953)

(14,926)

(22,201)

Net increase (decrease)

(155)

(32)

$ (4,243)

$ (1,636)

International Discovery

 

 

 

 

Shares sold

55,460

74,803

$ 1,640,231

$ 1,831,653

Conversion to Class K

-

(12,549)

-

(279,461)

Reinvestment of distributions

3,453

4,362

105,461

92,471

Shares redeemed

(89,239)

(77,871)

(2,636,183)

(1,831,786)

Net increase (decrease)

(30,326)

(11,255)

$ (890,491)

$ (187,123)

Class K

 

 

 

 

Shares sold

16,961

10,015

$ 491,304

$ 246,074

Conversion from International Discovery

-

12,572

-

279,461

Reinvestment of distributions

346

171

10,537

3,616

Shares redeemed

(7,377)

(5,401)

(215,813)

(128,754)

Net increase (decrease)

9,930

17,357

$ 286,028

$ 400,397

Institutional Class

 

 

 

 

Shares sold

4,322

10,440

$ 127,580

$ 235,326

Reinvestment of distributions

36

41

1,083

875

Shares redeemed

(3,773)

(7,843)

(108,068)

(169,915)

Net increase (decrease)

585

2,638

$ 20,595

$ 66,286

A Conversion transactions for Class K and International Discovery are for the period November 1, 2008 though August 31, 2009.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

13. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity International Discovery Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity International Discovery Fund (a fund of Fidelity Investment Trust) at October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity International Discovery Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 17, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Annual Report

Trustees and Officers - continued

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

Annual Report

Trustees and Officers - continued

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002- 2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-
present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Annual Report

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008- present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity International Discovery Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Institutional Class

12/06/10

12/03/10

$0.437

$0.155

Class designates 100% of the dividend distributed in December during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Institutional Class

12/07/09

$0.37

$0.0296

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Discovery Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured over multiple periods against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, as available, the cumulative total returns of Institutional Class (Class I) and the retail class of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. The returns of the retail class and Class B show the performance of the highest performing class (based on five-year performance) and the lowest performing class (based on three-year performance), respectively. The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity International Discovery Fund

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The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class of the fund (the class with the longer performance record) was in the third quartile for the one-year period and the second quartile for the three- and five-year periods. The Board also noted that the investment performance of the retail class of the fund compared favorably to its benchmark for the three- and five-year periods, although the fund's one-year cumulative total return was lower than its benchmark. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 15% means that 85% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity International Discovery Fund

cjc550

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, Institutional Class, the retail class, and Class K ranked below its competitive median for 2009 and the total expenses of Class T ranked above its competitive median for 2009. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Annual Report

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors (U.K.) Limited

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Northern Trust Company

Chicago, IL

AIDI-UANN-1210
1.806657.105

cjc217

Fidelity®
International Growth Fund

Annual Report

October 31, 2010

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Life of
fund
A

  Fidelity International Growth Fund

20.97%

-4.88%

A From November 1, 2007.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity International Growth Fund, a class of the fund, on November 1, 2007, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE® (Europe, Australasia, Far East) Growth Index performed over the same period.

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Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Jed Weiss, Portfolio Manager of Fidelity® International Growth Fund: For the year, the fund's Retail Class shares gained 20.97%, significantly outpacing the 12.24% return of the MSCI EAFE® (Europe, Australasia, Far East) Growth Index. Stock picking in almost every sector was favorable, most notably financials and consumer discretionary, followed by materials, industrials and consumer staples. Positioning in telecommunication services and utilities detracted modestly. In country terms, positioning in emerging markets - especially stock picking in Brazil, Turkey and South Africa - was helpful. Successful positioning in Japan and Hong Kong also contributed. In Europe, good security selection in Denmark, Spain and the U.K. outweighed weakness in Switzerland. Elsewhere, the fund's modest stake in global U.S. companies proved helpful. Top individual contributors included Autoliv, a U.S.-listed and Sweden-based auto-safety equipment maker; Novo Nordisk, a Danish health care company; and Belgian brewer Anheuser-Busch InBev. Also of note, among emerging-markets stocks, were Turkish bank Turkiye Garanti Bankasi and Brazilian chemicals company Braskem. Several of these stocks were not in the index. In terms of notable detractors, we lacked exposure to French luxury consumer goods companies LVMH and Richemont Cie Financiere - two strong-performing index components - and overweighted lagging Swiss drug maker Roche Holding.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Shareholder Expense Example - continued

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to October 31, 2010

Class A

1.50%**

 

 

 

Actual

 

$ 1,000.00

$ 1,115.80

$ 8.00**

Hypothetical A

 

$ 1,000.00

$ 1,017.64

$ 7.63**

Class T

1.75%**

 

 

 

Actual

 

$ 1,000.00

$ 1,114.40

$ 9.33**

Hypothetical A

 

$ 1,000.00

$ 1,016.38

$ 8.89**

Class B

2.25%**

 

 

 

Actual

 

$ 1,000.00

$ 1,111.70

$ 11.98**

Hypothetical A

 

$ 1,000.00

$ 1,013.86

$ 11.42**

Class C

2.25%**

 

 

 

Actual

 

$ 1,000.00

$ 1,112.00

$ 11.98**

Hypothetical A

 

$ 1,000.00

$ 1,013.86

$ 11.42**

International Growth

1.25%**

 

 

 

Actual

 

$ 1,000.00

$ 1,117.00

$ 6.67**

Hypothetical A

 

$ 1,000.00

$ 1,018.90

$ 6.36**

Institutional Class

1.25%**

 

 

 

Actual

 

$ 1,000.00

$ 1,117.00

$ 6.67**

Hypothetical A

 

$ 1,000.00

$ 1,018.90

$ 6.36**

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

** If changes to voluntary expense limitations, effective November 1, 2010, had been in effect during the entire period, the annualized expense ratios and the expenses paid in the actual and hypothetical examples above would have been as follows:

 

Annualized
Expense Ratio

Expenses Paid

Class A

1.45%

 

Actual

 

$ 7.73

Hypothetical A

 

$ 7.38

Class T

1.70%

 

Actual

 

$ 9.06

Hypothetical A

 

$ 8.64

Class B

2.20%

 

Actual

 

$ 11.71

Hypothetical A

 

$ 11.17

Class C

2.20%

 

Actual

 

$ 11.71

Hypothetical A

 

$ 11.17

International Growth

1.20%

 

Actual

 

$ 6.40

Hypothetical A

 

$ 6.11

Institutional Class

1.20%

 

Actual

 

$ 6.40

Hypothetical A

 

$ 6.11

A 5% return per year before expenses

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

cjc132

United Kingdom 19.7%

 

cjc134

United States of America 12.9%

 

cjc136

Switzerland 11.8%

 

cjc138

Japan 8.1%

 

cjc140

Australia 5.3%

 

cjc142

Germany 4.1%

 

cjc144

Belgium 3.5%

 

cjc146

Brazil 3.1%

 

cjc148

France 2.9%

 

cjc150

Other 28.6%

 

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Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

cjc132

United Kingdom 19.0%

 

cjc134

Switzerland 13.0%

 

cjc136

United States of America 11.7%

 

cjc138

Japan 9.3%

 

cjc140

Australia 4.2%

 

cjc142

Brazil 3.7%

 

cjc144

Spain 3.6%

 

cjc146

Belgium 3.3%

 

cjc148

Germany 3.0%

 

cjc150

Other 29.2%

 

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Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks and Investment Companies

98.2

98.1

Short-Term Investments and Net Other Assets

1.8

1.9

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Nestle SA (Switzerland, Food Products)

4.6

4.0

BHP Billiton PLC ADR (United Kingdom, Metals & Mining)

4.4

3.4

Anheuser-Busch InBev SA NV (Belgium, Beverages)

2.9

2.7

Rio Tinto PLC (United Kingdom, Metals & Mining)

2.1

2.3

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

2.1

3.0

Novo Nordisk AS Series B sponsored ADR (Denmark, Pharmaceuticals)

2.0

1.6

BG Group PLC (United Kingdom, Oil, Gas & Consumable Fuels)

1.9

1.8

Visa, Inc. Class A (United States of America, IT Services)

1.9

2.0

Siemens AG sponsored ADR (Germany, Industrial Conglomerates)

1.9

0.4

Standard Chartered PLC (United Kingdom, Commercial Banks)

1.9

1.7

 

25.7

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Staples

17.8

17.1

Materials

16.9

16.2

Financials

13.4

16.4

Industrials

12.3

10.7

Consumer Discretionary

11.8

11.3

Health Care

11.3

10.9

Information Technology

8.4

6.6

Energy

4.8

4.6

Telecommunication Services

0.5

2.8

Utilities

0.0

0.3

Annual Report

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 97.2%

Shares

Value

Australia - 5.3%

CSL Ltd.

11,708

$ 376,551

Leighton Holdings Ltd. (d)

9,176

329,906

MAp Group unit

21,718

64,892

Newcrest Mining Ltd.

1,155

45,215

Newcrest Mining Ltd. sponsored ADR

6,907

272,136

OZ Minerals Ltd.

134,053

205,524

Woolworths Ltd.

12,499

347,136

Worleyparsons Ltd.

7,835

176,154

TOTAL AUSTRALIA

1,817,514

Austria - 0.4%

Andritz AG

2,000

153,171

Bailiwick of Guernsey - 0.5%

Resolution Ltd.

44,093

185,016

Bailiwick of Jersey - 0.9%

Informa PLC

17,433

121,776

Randgold Resources Ltd. sponsored ADR

1,835

172,343

TOTAL BAILIWICK OF JERSEY

294,119

Belgium - 3.5%

Anheuser-Busch InBev SA NV

15,920

997,610

Umicore SA

4,480

210,824

TOTAL BELGIUM

1,208,434

Bermuda - 1.2%

Lazard Ltd. Class A

3,800

140,220

Seadrill Ltd. (d)

6,900

208,909

Trinity Ltd.

70,000

69,989

TOTAL BERMUDA

419,118

Brazil - 3.1%

Banco ABC Brasil SA

13,000

128,074

BM&F Bovespa SA

25,700

215,274

BR Malls Participacoes SA

9,300

88,834

Braskem SA Class A sponsored ADR (d)

12,300

256,455

Fibria Celulose SA sponsored ADR (a)

3,903

70,098

Iguatemi Empresa de Shopping Centers SA

2,800

65,342

Itau Unibanco Banco Multiplo SA ADR

7,030

172,657

Multiplan Empreendimentos Imobiliarios SA

3,300

75,652

TOTAL BRAZIL

1,072,386

Common Stocks - continued

Shares

Value

Canada - 2.8%

Agnico-Eagle Mines Ltd. (Canada)

2,300

$ 178,380

Fairfax Financial Holdings Ltd. (sub. vtg.)

150

61,357

Goldcorp, Inc.

1,500

66,977

Niko Resources Ltd.

2,700

257,584

Open Text Corp. (a)

2,700

119,447

Pan American Silver Corp.

4,200

134,064

Petrobank Energy & Resources Ltd. (a)

3,400

135,313

TOTAL CANADA

953,122

Cayman Islands - 0.9%

Alibaba.com Ltd. (a)

37,000

72,270

China Lilang Ltd.

46,000

71,926

Wynn Macau Ltd.

69,200

153,019

TOTAL CAYMAN ISLANDS

297,215

Chile - 0.5%

Banco Santander Chile sponsored ADR

1,900

176,016

China - 0.5%

Baidu.com, Inc. sponsored ADR (a)

1,680

184,817

Denmark - 2.5%

Novo Nordisk AS Series B sponsored ADR

6,500

681,200

William Demant Holding AS (a)

2,300

172,400

TOTAL DENMARK

853,600

Finland - 1.9%

Metso Corp.

4,400

208,589

Nokian Tyres PLC

7,300

252,924

Outotec OYJ

4,000

186,677

TOTAL FINLAND

648,190

France - 2.9%

Alstom SA

3,613

182,290

Danone

5,852

370,292

Remy Cointreau SA

2,190

153,766

Safran SA

9,600

304,293

TOTAL FRANCE

1,010,641

Germany - 4.1%

Bayerische Motoren Werke AG (BMW)

1,255

89,950

Linde AG

3,266

470,126

Common Stocks - continued

Shares

Value

Germany - continued

MAN SE

1,702

$ 187,092

Siemens AG sponsored ADR

5,800

662,998

TOTAL GERMANY

1,410,166

Hong Kong - 1.2%

Hong Kong Exchanges and Clearing Ltd.

18,300

402,771

Ireland - 1.0%

CRH PLC sponsored ADR (d)

11,300

199,671

James Hardie Industries NV sponsored ADR (a)

5,000

132,900

TOTAL IRELAND

332,571

Italy - 1.8%

Azimut Holdings SpA

16,215

165,382

Fiat SpA

18,900

319,789

Saipem SpA

3,325

147,726

TOTAL ITALY

632,897

Japan - 8.1%

Autobacs Seven Co. Ltd.

3,900

146,123

Denso Corp.

9,100

282,993

Fanuc Ltd.

3,000

434,309

Fast Retailing Co. Ltd.

1,300

170,289

Japan Steel Works Ltd.

17,000

162,198

Keyence Corp.

1,220

302,461

Kobayashi Pharmaceutical Co. Ltd.

3,900

181,745

MS&AD Insurance Group Holdings, Inc.

5,300

126,972

Nippon Thompson Co. Ltd.

19,000

131,751

Osaka Securities Exchange Co. Ltd.

28

140,922

Shiseido Co. Ltd.

9,100

189,986

SHO-BOND Holdings Co. Ltd.

3,500

74,898

USS Co. Ltd.

3,340

259,828

Yamato Kogyo Co. Ltd.

7,600

194,935

TOTAL JAPAN

2,799,410

Korea (South) - 0.7%

NHN Corp. (a)

1,444

256,183

Mexico - 1.0%

Wal-Mart de Mexico SA de CV Series V

130,600

357,206

Netherlands - 2.2%

ASM International NV unit (a)

6,100

155,855

ASML Holding NV

8,300

275,477

Common Stocks - continued

Shares

Value

Netherlands - continued

Koninklijke KPN NV

10,886

$ 181,768

QIAGEN NV (a)

7,500

141,075

TOTAL NETHERLANDS

754,175

Peru - 0.2%

Compania de Minas Buenaventura SA sponsored ADR

1,500

79,560

Portugal - 0.5%

Jeronimo Martins SGPS SA

12,375

185,623

Singapore - 1.1%

City Developments Ltd.

10,000

98,277

Singapore Exchange Ltd.

32,000

217,569

Wing Tai Holdings Ltd.

44,000

59,492

TOTAL SINGAPORE

375,338

South Africa - 2.1%

African Rainbow Minerals Ltd.

9,939

253,560

Clicks Group Ltd.

26,686

174,096

JSE Ltd.

11,000

124,053

Mr Price Group Ltd.

20,200

183,572

TOTAL SOUTH AFRICA

735,281

Spain - 1.3%

Inditex SA (d)

3,515

293,506

Prosegur Compania de Seguridad SA (Reg.)

2,600

155,781

TOTAL SPAIN

449,287

Sweden - 1.5%

H&M Hennes & Mauritz AB (B Shares)

11,217

395,187

Swedish Match Co.

4,300

120,152

TOTAL SWEDEN

515,339

Switzerland - 11.8%

Credit Suisse Group sponsored ADR

4,320

179,280

Nestle SA

28,730

1,573,166

Novartis AG sponsored ADR (d)

11,200

649,040

Roche Holding AG (participation certificate)

4,835

709,765

Sonova Holding AG Class B

3,225

373,495

The Swatch Group AG:

(Bearer)

910

347,692

(Reg.)

228

15,843

Common Stocks - continued

Shares

Value

Switzerland - continued

UBS AG (a)

4,483

$ 76,132

UBS AG (NY Shares) (a)

8,700

148,074

TOTAL SWITZERLAND

4,072,487

Turkey - 1.9%

Anadolu Efes Biracilik ve Malt Sanayii AS

7,800

124,535

Asya Katilim Bankasi AS

27,000

69,651

Coca-Cola Icecek AS

10,000

128,286

Turkiye Garanti Bankasi AS

53,500

328,244

TOTAL TURKEY

650,716

United Kingdom - 19.7%

Anglo American PLC:

ADR

9,800

227,850

(United Kingdom)

1,800

83,863

Babcock International Group PLC

18,100

168,194

BAE Systems PLC

20,800

114,870

BG Group PLC

34,652

674,818

BHP Billiton PLC ADR

21,300

1,508,040

Cobham PLC

27,100

100,557

GlaxoSmithKline PLC sponsored ADR

11,300

441,152

Imperial Tobacco Group PLC

4,318

138,293

InterContinental Hotel Group PLC ADR (d)

13,755

266,159

Johnson Matthey PLC

6,924

212,326

Mothercare PLC

8,900

74,932

Reckitt Benckiser Group PLC

6,045

338,103

Rio Tinto PLC

2,735

177,617

Rio Tinto PLC sponsored ADR (d)

8,700

566,544

Serco Group PLC

30,103

296,129

Shaftesbury PLC

19,733

141,004

Standard Chartered PLC:

rights 11/5/10 (a)

2,619

22,050

(United Kingdom)

21,917

633,989

Tesco PLC

71,253

487,283

Unite Group PLC (a)

18,800

62,650

Victrex PLC

3,600

74,462

TOTAL UNITED KINGDOM

6,810,885

United States of America - 10.1%

Allergan, Inc.

1,900

137,579

Autoliv, Inc.

4,300

306,590

Berkshire Hathaway, Inc. Class B (a)

2,000

159,120

Cymer, Inc. (a)

2,000

73,900

Common Stocks - continued

Shares

Value

United States of America - continued

eBay, Inc. (a)

2,600

$ 77,506

Google, Inc. Class A (a)

220

134,858

ION Geophysical Corp. (a)

14,800

72,372

JPMorgan Chase & Co.

3,818

143,671

Juniper Networks, Inc. (a)

18,600

602,454

Martin Marietta Materials, Inc.

900

72,432

Mead Johnson Nutrition Co. Class A

4,500

264,690

Mohawk Industries, Inc. (a)

2,600

149,084

Philip Morris International, Inc.

3,100

181,350

ResMed, Inc. (a)

5,500

175,285

Union Pacific Corp.

2,900

254,272

Visa, Inc. Class A

8,500

664,445

TOTAL UNITED STATES OF AMERICA

3,469,608

TOTAL COMMON STOCKS

(Cost $28,745,190)

33,562,862

Investment Companies - 1.0%

 

 

 

 

United States of America - 1.0%

iShares MSCI EAFE Growth Index ETF
(Cost $352,099)

6,000

352,800

Money Market Funds - 7.1%

 

 

 

 

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)
(Cost $2,457,002)

2,457,002

2,457,002

Cash Equivalents - 2.0%

Maturity Amount

Value

Investments in repurchase agreements in a joint trading account at 0.22%, dated 10/29/10 due 11/1/10 (Collateralized by U.S. Treasury Obligations) #
(Cost $685,000)

$ 685,012

$ 685,000

TOTAL INVESTMENT PORTFOLIO - 107.3%

(Cost $32,239,291)

37,057,664

NET OTHER ASSETS (LIABILITIES) - (7.3)%

(2,530,931)

NET ASSETS - 100%

$ 34,526,733

Security Type Abbreviations

ETF

-

Exchange-Traded Funds

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

# Additional information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty

Value

$685,000 due 11/01/10 at 0.22%

BNP Paribas Securities Corp.

$ 114,147

Barclays Capital, Inc.

171,114

Credit Agricole Securities (USA), Inc.

29,506

Credit Suisse Securities (USA) LLC

31,533

Deutsche Bank Securities, Inc.

52,922

HSBC Securities (USA), Inc.

52,922

J.P. Morgan Securities,
Inc.

141,125

Mizuho Securities USA, Inc.

35,281

Societe Generale, New York Branch

35,281

UBS Securities LLC

17,641

Wells Fargo Securities LLC

3,528

 

$ 685,000

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Securities Lending Cash Central Fund

$ 13,302

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United Kingdom

$ 6,810,885

$ 6,633,268

$ 177,617

$ -

Switzerland

4,072,487

3,996,355

76,132

-

United States of America

3,469,608

3,469,608

-

-

Japan

2,799,410

1,432,663

1,366,747

-

Australia

1,817,514

1,817,514

-

-

Germany

1,410,166

1,410,166

-

-

Belgium

1,208,434

1,208,434

-

-

Brazil

1,072,386

1,072,386

-

-

France

1,010,641

1,010,641

-

-

Other

9,891,331

9,891,331

-

-

Investment Companies

352,800

352,800

-

-

Money Market Funds

2,457,002

2,457,002

-

-

Cash Equivalents

685,000

-

685,000

-

Total Investments in Securities:

$ 37,057,664

$ 34,752,168

$ 2,305,496

$ -

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $6,290,360 of which $3,493,858 and $2,796,502 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $2,381,885 and repurchase agreements of $685,000) - See accompanying schedule:

Unaffiliated issuers (cost $29,782,289)

$ 34,600,662

 

Fidelity Central Funds (cost $2,457,002)

2,457,002

 

Total Investments (cost $32,239,291)

 

$ 37,057,664

Cash

677

Foreign currency held at value (cost $212)

212

Receivable for investments sold

253,142

Receivable for fund shares sold

115,106

Dividends receivable

73,680

Distributions receivable from Fidelity Central Funds

943

Receivable from investment adviser for expense reductions

42,846

Other receivables

1,353

Total assets

37,545,623

 

 

 

Liabilities

Payable for investments purchased

$ 442,776

Payable for fund shares redeemed

30,235

Accrued management fee

23,253

Distribution and service plan fees payable

2,473

Other affiliated payables

8,855

Other payables and accrued expenses

54,296

Collateral on securities loaned, at value

2,457,002

Total liabilities

3,018,890

 

 

 

Net Assets

$ 34,526,733

Net Assets consist of:

 

Paid in capital

$ 36,253,596

Undistributed net investment income

237,573

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(6,786,731)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

4,822,295

Net Assets

$ 34,526,733

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($3,083,779 ÷ 367,982 shares)

$ 8.38

 

 

 

Maximum offering price per share (100/94.25 of $8.38)

$ 8.89

Class T:
Net Asset Value
and redemption price per share ($1,033,538 ÷ 123,323 shares)

$ 8.38

 

 

 

Maximum offering price per share (100/96.50 of $8.38)

$ 8.68

Class B:
Net Asset Value
and offering price per share ($581,201 ÷ 69,527 shares)A

$ 8.36

 

 

 

Class C:
Net Asset Value
and offering price per share ($1,260,789 ÷ 151,261 shares)A

$ 8.34

 

 

 

International Growth:
Net Asset Value
, offering price and redemption price per share ($28,454,384 ÷ 3,385,414 shares)

$ 8.40

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($113,042 ÷ 13,455 shares)

$ 8.40

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 637,165

Interest

 

706

Income from Fidelity Central Funds

 

13,302

Income before foreign taxes withheld

 

651,173

Less foreign taxes withheld

 

(47,674)

Total income

 

603,499

 

 

 

Expenses

Management fee
Basic fee

$ 192,364

Performance adjustment

29,103

Transfer agent fees

85,306

Distribution and service plan fees

24,292

Accounting and security lending fees

14,333

Custodian fees and expenses

55,804

Independent trustees' compensation

148

Registration fees

73,332

Audit

62,652

Legal

191

Miscellaneous

300

Total expenses before reductions

537,825

Expense reductions

(178,649)

359,176

Net investment income (loss)

244,323

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

1,690,565

Foreign currency transactions

(561)

Total net realized gain (loss)

 

1,690,004

Change in net unrealized appreciation (depreciation) on:

Investment securities

3,219,080

Assets and liabilities in foreign currencies

2,715

Total change in net unrealized appreciation (depreciation)

 

3,221,795

Net gain (loss)

4,911,799

Net increase (decrease) in net assets resulting from operations

$ 5,156,122

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 244,323

$ 175,103

Net realized gain (loss)

1,690,004

(2,934,897)

Change in net unrealized appreciation (depreciation)

3,221,795

7,705,769

Net increase (decrease) in net assets resulting
from operations

5,156,122

4,945,975

Distributions to shareholders from net investment income

(167,219)

(188,551)

Distributions to shareholders from net realized gain

(78,510)

-

Total distributions

(245,729)

(188,551)

Share transactions - net increase (decrease)

8,231,990

1,563,086

Redemption fees

2,560

3,195

Total increase (decrease) in net assets

13,144,943

6,323,705

 

 

 

Net Assets

Beginning of period

21,381,790

15,058,085

End of period (including undistributed net investment income of $237,573 and undistributed net investment income of $167,884, respectively)

$ 34,526,733

$ 21,381,790

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009

2008 F

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.01

$ 5.46

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) C

  .05

  .05

  .07

Net realized and unrealized gain (loss)

  1.39

  1.55

  (4.61)

Total from investment operations

  1.44

  1.60

  (4.54)

Distributions from net investment income

  (.05)

  (.05)

  -

Distributions from net realized gain

  (.03)

  -

  -

Total distributions

  (.07) I

  (.05)

  -

Redemption fees added to paid in capital C,H

  -

  -

  -

Net asset value, end of period

$ 8.38

$ 7.01

$ 5.46

Total Return A,B

  20.68%

  29.72%

  (45.40)%

Ratios to Average Net Assets D,G

 

 

 

Expenses before reductions

  2.13%

  2.46%

  2.88%

Expenses net of fee waivers, if any

  1.50%

  1.50%

  1.50%

Expenses net of all reductions

  1.48%

  1.47%

  1.48%

Net investment income (loss)

  .74%

  .85%

  .80%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 3,084

$ 1,452

$ 820

Portfolio turnover rate E

  87%

  116%

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F For the period November 1, 2007 (commencement of operations) to October 31, 2008.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

I Total distributions of $.07 per share is comprised of distributions from net investment income of $.046 and distributions from net realized gain of $.025 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,

2010

2009

2008 F

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.00

$ 5.45

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) C

  .04

  .03

  .05

Net realized and unrealized gain (loss)

  1.39

  1.55

  (4.60)

Total from investment operations

  1.43

  1.58

  (4.55)

Distributions from net investment income

  (.02)

  (.03)

  -

Distributions from net realized gain

  (.03)

  -

  -

Total distributions

  (.05)

  (.03)

  -

Redemption fees added to paid in capital C,H

  -

  -

  -

Net asset value, end of period

$ 8.38

$ 7.00

$ 5.45

Total Return A,B

  20.47%

  29.22%

  (45.50)%

Ratios to Average Net Assets D,G

 

 

 

Expenses before reductions

  2.41%

  2.67%

  3.07%

Expenses net of fee waivers, if any

  1.75%

  1.75%

  1.75%

Expenses net of all reductions

  1.73%

  1.73%

  1.73%

Net investment income (loss)

  .49%

  .59%

  .55%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 1,034

$ 532

$ 507

Portfolio turnover rate E

  87%

  116%

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F For the period November 1, 2007 (commencement of operations) to October 31, 2008.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009

2008 F

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 6.98

$ 5.42

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) C

  - H

  .01

  - H

Net realized and unrealized gain (loss)

  1.38

  1.55

  (4.58)

Total from investment operations

  1.38

  1.56

  (4.58)

Redemption fees added to paid in capital C,H

  -

  -

  -

Net asset value, end of period

$ 8.36

$ 6.98

$ 5.42

Total Return A,B

  19.77%

  28.78%

  (45.80)%

Ratios to Average Net Assets D,G

 

 

 

Expenses before reductions

  2.87%

  3.17%

  3.55%

Expenses net of fee waivers, if any

  2.25%

  2.25%

  2.25%

Expenses net of all reductions

  2.23%

  2.23%

  2.23%

Net investment income (loss)

  (.01)%

  .09%

  .05%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 581

$ 328

$ 642

Portfolio turnover rate E

  87%

  116%

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F For the period November 1, 2007 (commencement of operations) to October 31, 2008.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,

2010

2009

2008 F

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 6.98

$ 5.42

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) C

  - H

  .01

  - H

Net realized and unrealized gain (loss)

  1.38

  1.55

  (4.58)

Total from investment operations

  1.38

  1.56

  (4.58)

Distributions from net realized gain

  (.02)

  -

  -

Redemption fees added to paid in capital C,H

  -

  -

  -

Net asset value, end of period

$ 8.34

$ 6.98

$ 5.42

Total Return A,B

  19.82%

  28.78%

  (45.80)%

Ratios to Average Net Assets D,G

 

 

 

Expenses before reductions

  2.89%

  3.21%

  3.52%

Expenses net of fee waivers, if any

  2.25%

  2.25%

  2.25%

Expenses net of all reductions

  2.24%

  2.23%

  2.23%

Net investment income (loss)

  (.01)%

  .09%

  .05%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 1,261

$ 780

$ 684

Portfolio turnover rate E

  87%

  116%

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F For the period November 1, 2007 (commencement of operations) to October 31, 2008.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Growth

Years ended October 31,

2010

2009

2008 E

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.02

$ 5.48

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) B

  .07

  .06

  .09

Net realized and unrealized gain (loss)

  1.39

  1.54

  (4.60)

Total from investment operations

  1.46

  1.60

  (4.51)

Distributions from net investment income

  (.06)

  (.06)

  (.01)

Distributions from net realized gain

  (.03)

  -

  -

Total distributions

  (.08) H

  (.06)

  (.01)

Redemption fees added to paid in capital B,G

  -

  -

  -

Net asset value, end of period

$ 8.40

$ 7.02

$ 5.48

Total Return A

  20.97%

  29.77%

  (45.17)%

Ratios to Average Net Assets C,F

 

 

 

Expenses before reductions

  1.89%

  2.19%

  2.35%

Expenses net of fee waivers, if any

  1.25%

  1.25%

  1.25%

Expenses net of all reductions

  1.23%

  1.23%

  1.23%

Net investment income (loss)

  .99%

  1.09%

  1.05%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 28,454

$ 18,254

$ 11,884

Portfolio turnover rate D

  87%

  116%

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E For the period November 1, 2007 (commencement of operations) to October 31, 2008.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

H Total distributions of $.08 per share is comprised of distributions from net investment income of $.057 and distributions from net realized gain of $.025 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009

2008 E

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.02

$ 5.48

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) B

  .07

  .06

  .09

Net realized and unrealized gain (loss)

  1.39

  1.54

  (4.60)

Total from investment operations

  1.46

  1.60

  (4.51)

Distributions from net investment income

  (.06)

  (.06)

  (.01)

Distributions from net realized gain

  (.03)

  -

  -

Total distributions

  (.08) H

  (.06)

  (.01)

Redemption fees added to paid in capital B,G

  -

  -

  -

Net asset value, end of period

$ 8.40

$ 7.02

$ 5.48

Total Return A

  20.97%

  29.77%

  (45.17)%

Ratios to Average Net Assets C,F

 

 

 

Expenses before reductions

  1.92%

  2.01%

  2.56%

Expenses net of fee waivers, if any

  1.25%

  1.25%

  1.25%

Expenses net of all reductions

  1.23%

  1.23%

  1.23%

Net investment income (loss)

  .99%

  1.09%

  1.05%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 113

$ 36

$ 521

Portfolio turnover rate D

  87%

  116%

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E For the period November 1, 2007 (commencement of operations) to October 31, 2008.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

H Total distributions of $.08 per share is comprised of distributions from net investment income of $.057 and distributions from net realized gain of $.025 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity International Growth Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, International Growth and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management

Annual Report

3. Significant Accounting Policies - continued

to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010 is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Security Valuation - continued

observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

ETFs are valued at their last sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day but the exchange reports a closing bid level, ETFs are valued at the closing bid and would be categorized as Level 1 in the hierarchy. In the event there was no closing bid, ETFs may be valued by another method that the Board of Trustees believes reflects fair value in accordance with the Board's fair value pricing policies and may be categorized as Level 2 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), partnerships, capital loss carryforwards and losses deferred due to wash sales.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 5,209,031

Gross unrealized depreciation

(928,317)

Net unrealized appreciation (depreciation)

$ 4,280,714

 

 

Tax Cost

$ 32,776,950

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 278,863

Capital loss carryforward

$ (6,290,360)

Net unrealized appreciation (depreciation)

$ 4,284,636

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 245,729

$ 188,551

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the SEC which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Annual Report

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $31,048,448 and $23,131,685, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of International Growth as compared to an appropriate benchmark index. The Fund's performance adjustment took effect in November 2008. Subsequent months will be added until the performance period includes 36 months. For the period, the total annual management fee rate, including the performance adjustment, was .82% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 5,536

$ 860

Class T

.25%

.25%

3,576

-

Class B

.75%

.25%

4,625

3,483

Class C

.75%

.25%

10,555

3,617

 

 

 

$ 24,292

$ 7,960

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 4,989

Class T

569

Class B*

583

Class C*

125

 

$ 6,266

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 7,042

.32

Class T

2,357

.33

Class B

1,462

.31

Class C

3,330

.32

International Growth

70,950

.31

Institutional Class

165

.30

 

$ 85,306

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $380 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $103 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $13,302. During the period, there were no securities loaned to FCM.

Annual Report

Notes to Financial Statements - continued

9. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class A

1.50%

$ 13,958

Class T

1.75%

4,759

Class B

2.25%

2,895

Class C

2.25%

6,772

International Growth

1.25%

145,483

Institutional Class

1.25%

371

 

 

$ 174,238

Effective November 1, 2010 the expense limitations will be changed to 1.45%, 1.70%, 2.20%, 2.20%, 1.20%, and 1.20% for Class A, T, B, C, International Growth, and Institutional, respectively.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $4,411 for the period.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Class A

$ 10,514

$ 7,994

Class T

1,819

2,991

International Growth

154,599

171,473

Institutional Class

287

6,093

Total

$ 167,219

$ 188,551

From net realized gain

 

 

Class A

$ 5,713

$ -

Class T

2,067

-

Class C

2,797

-

International Growth

67,807

-

Institutional Class

126

-

Total

$ 78,510

$ -

Annual Report

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Class A

 

 

 

 

Shares sold

247,866

249,117

$ 1,869,390

$ 1,499,324

Reinvestment of distributions

2,011

1,620

14,999

7,954

Shares redeemed

(88,980)

(193,639)

(650,197)

(1,109,207)

Net increase (decrease)

160,897

57,098

$ 1,234,192

$ 398,071

Class T

 

 

 

 

Shares sold

73,695

78,248

$ 554,529

$ 453,244

Reinvestment of distributions

513

606

3,840

2,982

Shares redeemed

(26,780)

(96,008)

(194,364)

(616,841)

Net increase (decrease)

47,428

(17,154)

$ 364,005

$ (160,615)

Class B

 

 

 

 

Shares sold

37,806

35,907

$ 276,981

$ 202,014

Shares redeemed

(15,339)

(107,260)

(113,063)

(656,068)

Net increase (decrease)

22,467

(71,353)

$ 163,918

$ (454,054)

Class C

 

 

 

 

Shares sold

110,505

147,440

$ 831,229

$ 796,649

Reinvestment of distributions

369

-

2,760

-

Shares redeemed

(71,336)

(161,828)

(504,821)

(850,523)

Net increase (decrease)

39,538

(14,388)

$ 329,168

$ (53,874)

International Growth

 

 

 

 

Shares sold

1,971,246

1,976,158

$ 14,829,454

$ 11,124,182

Reinvestment of distributions

28,518

27,149

212,744

133,303

Shares redeemed

(1,213,664)

(1,574,393)

(8,965,012)

(8,834,160)

Net increase (decrease)

786,100

428,914

$ 6,077,186

$ 2,423,325

Institutional Class

 

 

 

 

Shares sold

11,311

6,125

$ 86,413

$ 37,094

Reinvestment of distributions

55

1,241

412

6,093

Shares redeemed

(3,097)

(97,389)

(23,304)

(632,954)

Net increase (decrease)

8,269

(90,023)

$ 63,521

$ (589,767)

12. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity International Growth Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity International Growth Fund (a fund of Fidelity Investment Trust) at October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity International Growth Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 15, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Annual Report

Trustees and Officers - continued

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

Annual Report

Trustees and Officers - continued

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-
present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-
present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-
present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-
present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Annual Report

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-
2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-
present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc.
(2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-
present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-
present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-
present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity International Growth Fund voted to pay shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Fidelity International Growth Fund

12/06/10

12/03/10

$0.057

$0.011

The Fidelity International Growth Fund designates 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

International Value Fund

12/7/2009

$0.063

$0.0099

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Growth Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against (i) a broad-based securities market index, and (ii) a custom peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. Because the fund had been in existence less than three calendar years, the following chart considered by the Board shows, for the one-year period ended December 31, 2009, the total returns of the retail class and Class B of the fund, the total return of a broad-based securities market index ("benchmark"), and a range of total returns of a custom peer group of mutual funds defined by FMR based on categories assigned by Morningstar, Inc. The returns of the retail class and Class B show the performance of the highest and lowest performing classes, respectively. The box within the chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below the chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated. The fund's custom peer group, defined by FMR, is a peer group that FMR believes provides a more meaningful performance comparison than the peer group assigned by Morningstar, Inc., which assigns mutual funds to categories based on their investment styles as measured by their underlying portfolio holdings.

Annual Report

Fidelity International Growth Fund

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The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class of the fund was in the third quartile for the period shown. The Board also noted that the investment performance of the retail class of the fund compared favorably to its benchmark for the period shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year. The Board noted that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month (or shorter) periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 15% means that 85% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Fidelity International Growth Fund

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The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A and the retail class ranked below its competitive median for 2009, the total expenses of Class B ranked equal to its competitive median for 2009, and the total expenses of each of Class T, Class C, and Institutional Class ranked above its competitive median for 2009. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable, although in some cases above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your personal investments via your telephone or PC. You can access your account information, conduct trades and research your investments 24 hours a day.

By Phone

Fidelity Automated Service Telephone provides a single toll-free number to access account balances, positions, quotes and trading. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

(phone_graphic)

Fidelity Automated
Service Telephone (FAST
®)
1-800-544-5555

Press

cjc295For mutual fund and brokerage trading.

cjc297For quotes.*

cjc299For account balances and holdings.

cjc301To review orders and mutual
fund activity.

cjc303To change your PIN.

cjc305cjc307To speak to a Fidelity representative.

By PC

Fidelity's web site on the Internet provides a wide range of information, including daily financial news, fund performance, interactive planning tools and news about Fidelity products and services.

(computer_graphic)

Fidelity's Web Site
www.fidelity.com

* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

Annual Report

To Write Fidelity

We'll give your correspondence immediate attention and send you written confirmation upon completion of your request.

(letter_graphic)

Making Changes
To Your Account

(such as changing name, address, bank, etc.)

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0002

(letter_graphic)

For Non-Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

(letter_graphic)

For Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors (U.K.) Ltd.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agent

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

State Street Bank and Trust Company
Quincy, MA

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

Exchanges/Redemptions
and Account Assistance 1-800-544-6666

Product Information 1-800-544-8888

Retirement Accounts 1-800-544-4774
(8 a.m. - 9 p.m.)

TDD Service 1-800-544-0118
for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)

Fidelity Automated Service
Telephone (FAST) cjc170
1-800-544-5555

cjc170
Automated line for quickest service

IGF-UANN-1210
1.912349.100

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(Fidelity Investment logo)(registered trademark)
Fidelity AdvisorSM
International Growth
Fund - Class A, Class T, Class B
and Class C

Annual Report

October 31, 2010

Class A, Class T,
Class B, and Class C are
classes of Fidelity®
International Growth Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Life of
fund
A

  Class A (incl. 5.75% sales charge)

13.74%

-6.95%

  Class T (incl. 3.50% sales charge)

16.25%

-6.45%

  Class B (incl. contingent deferred sales charge) B

14.77%

-6.75%

  Class C (incl. contingent deferred sales charge) C

18.82%

-5.78%

A From November 1, 2007.

B Class B shares' contingent deferred sales charge included in the past one year and life of class total return figures are 5% and 3%, respectively.

C Class C shares' contingent deferred sales charge included in the past one year and life of class total return figures are 1% and 0%, respectively.

Annual Report

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity AdvisorSM International Growth Fund - Class A on November 1, 2007, when the fund started, and the current 5.75% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE® (Europe, Australasia, Far East) Growth Index performed over the same period.

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Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Jed Weiss, Portfolio Manager of Fidelity AdvisorSM International Growth Fund: For the year, the fund's Class A, Class T, Class B and Class C shares returned 20.68%, 20.47%, 19.77% and 19.82%, respectively (excluding sales charges), significantly outpacing the 12.24% return of the MSCI EAFE® (Europe, Australasia, Far East) Growth Index. Stock picking in almost every sector was favorable, most notably financials and consumer discretionary, followed by materials, industrials and consumer staples. Positioning in telecommunication services and utilities detracted modestly. In country terms, the fund's positioning in emerging markets - especially stock picking in Brazil, Turkey and South Africa - was helpful. Successful positioning in Japan and Hong Kong also contributed. In Europe, good security selection in Denmark, Spain and the U.K. outweighed weakness in Switzerland. Elsewhere, the fund's modest stake in global U.S. companies proved helpful. Top individual contributors included Autoliv, a U.S.-listed and Sweden-based auto-safety equipment maker; Novo Nordisk, a Danish health care company; and Belgian brewer Anheuser-Busch InBev. Also of note, among emerging-markets stocks, were Turkish bank Turkiye Garanti Bankasi and Brazilian chemicals company Braskem. Several of these stocks were not in the index. In terms of notable detractors, we lacked exposure to French luxury consumer goods companies LVMH and Richemont Cie Financiere - two strong-performing index components - and overweighted lagging Swiss drug maker Roche Holding.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to October 31, 2010

Class A

1.50%**

 

 

 

Actual

 

$ 1,000.00

$ 1,115.80

$ 8.00**

Hypothetical A

 

$ 1,000.00

$ 1,017.64

$ 7.63**

Class T

1.75%**

 

 

 

Actual

 

$ 1,000.00

$ 1,114.40

$ 9.33**

Hypothetical A

 

$ 1,000.00

$ 1,016.38

$ 8.89**

Class B

2.25%**

 

 

 

Actual

 

$ 1,000.00

$ 1,111.70

$ 11.98**

Hypothetical A

 

$ 1,000.00

$ 1,013.86

$ 11.42**

Class C

2.25%**

 

 

 

Actual

 

$ 1,000.00

$ 1,112.00

$ 11.98**

Hypothetical A

 

$ 1,000.00

$ 1,013.86

$ 11.42**

International Growth

1.25%**

 

 

 

Actual

 

$ 1,000.00

$ 1,117.00

$ 6.67**

Hypothetical A

 

$ 1,000.00

$ 1,018.90

$ 6.36**

Institutional Class

1.25%**

 

 

 

Actual

 

$ 1,000.00

$ 1,117.00

$ 6.67**

Hypothetical A

 

$ 1,000.00

$ 1,018.90

$ 6.36**

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Shareholder Expense Example - continued

** If changes to voluntary expense limitations, effective November 1, 2010, had been in effect during the entire period, the annualized expense ratios and the expenses paid in the actual and hypothetical examples above would have been as follows:

 

Annualized
Expense Ratio

Expenses Paid

Class A

1.45%

 

Actual

 

$ 7.73

Hypothetical A

 

$ 7.38

Class T

1.70%

 

Actual

 

$ 9.06

Hypothetical A

 

$ 8.64

Class B

2.20%

 

Actual

 

$ 11.71

Hypothetical A

 

$ 11.17

Class C

2.20%

 

Actual

 

$ 11.71

Hypothetical A

 

$ 11.17

International Growth

1.20%

 

Actual

 

$ 6.40

Hypothetical A

 

$ 6.11

Institutional Class

1.20%

 

Actual

 

$ 6.40

Hypothetical A

 

$ 6.11

A 5% return per year before expenses

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

cjc132

United Kingdom 19.7%

 

cjc134

United States of America 12.9%

 

cjc136

Switzerland 11.8%

 

cjc138

Japan 8.1%

 

cjc140

Australia 5.3%

 

cjc142

Germany 4.1%

 

cjc144

Belgium 3.5%

 

cjc146

Brazil 3.1%

 

cjc148

France 2.9%

 

cjc150

Other 28.6%

 

cjc629

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

cjc132

United Kingdom 19.0%

 

cjc134

Switzerland 13.0%

 

cjc136

United States of America 11.7%

 

cjc138

Japan 9.3%

 

cjc140

Australia 4.2%

 

cjc142

Brazil 3.7%

 

cjc144

Spain 3.6%

 

cjc146

Belgium 3.3%

 

cjc148

Germany 3.0%

 

cjc150

Other 29.2%

 

cjc641

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks and Investment Companies

98.2

98.1

Short-Term Investments and Net Other Assets

1.8

1.9

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Nestle SA (Switzerland, Food Products)

4.6

4.0

BHP Billiton PLC ADR (United Kingdom, Metals & Mining)

4.4

3.4

Anheuser-Busch InBev SA NV (Belgium, Beverages)

2.9

2.7

Rio Tinto PLC (United Kingdom, Metals & Mining)

2.1

2.3

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

2.1

3.0

Novo Nordisk AS Series B sponsored ADR (Denmark, Pharmaceuticals)

2.0

1.6

BG Group PLC (United Kingdom, Oil, Gas & Consumable Fuels)

1.9

1.8

Visa, Inc. Class A (United States of America, IT Services)

1.9

2.0

Siemens AG sponsored ADR (Germany, Industrial Conglomerates)

1.9

0.4

Standard Chartered PLC (United Kingdom, Commercial Banks)

1.9

1.7

 

25.7

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Staples

17.8

17.1

Materials

16.9

16.2

Financials

13.4

16.4

Industrials

12.3

10.7

Consumer Discretionary

11.8

11.3

Health Care

11.3

10.9

Information Technology

8.4

6.6

Energy

4.8

4.6

Telecommunication Services

0.5

2.8

Utilities

0.0

0.3

Annual Report

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 97.2%

Shares

Value

Australia - 5.3%

CSL Ltd.

11,708

$ 376,551

Leighton Holdings Ltd. (d)

9,176

329,906

MAp Group unit

21,718

64,892

Newcrest Mining Ltd.

1,155

45,215

Newcrest Mining Ltd. sponsored ADR

6,907

272,136

OZ Minerals Ltd.

134,053

205,524

Woolworths Ltd.

12,499

347,136

Worleyparsons Ltd.

7,835

176,154

TOTAL AUSTRALIA

1,817,514

Austria - 0.4%

Andritz AG

2,000

153,171

Bailiwick of Guernsey - 0.5%

Resolution Ltd.

44,093

185,016

Bailiwick of Jersey - 0.9%

Informa PLC

17,433

121,776

Randgold Resources Ltd. sponsored ADR

1,835

172,343

TOTAL BAILIWICK OF JERSEY

294,119

Belgium - 3.5%

Anheuser-Busch InBev SA NV

15,920

997,610

Umicore SA

4,480

210,824

TOTAL BELGIUM

1,208,434

Bermuda - 1.2%

Lazard Ltd. Class A

3,800

140,220

Seadrill Ltd. (d)

6,900

208,909

Trinity Ltd.

70,000

69,989

TOTAL BERMUDA

419,118

Brazil - 3.1%

Banco ABC Brasil SA

13,000

128,074

BM&F Bovespa SA

25,700

215,274

BR Malls Participacoes SA

9,300

88,834

Braskem SA Class A sponsored ADR (d)

12,300

256,455

Fibria Celulose SA sponsored ADR (a)

3,903

70,098

Iguatemi Empresa de Shopping Centers SA

2,800

65,342

Itau Unibanco Banco Multiplo SA ADR

7,030

172,657

Multiplan Empreendimentos Imobiliarios SA

3,300

75,652

TOTAL BRAZIL

1,072,386

Common Stocks - continued

Shares

Value

Canada - 2.8%

Agnico-Eagle Mines Ltd. (Canada)

2,300

$ 178,380

Fairfax Financial Holdings Ltd. (sub. vtg.)

150

61,357

Goldcorp, Inc.

1,500

66,977

Niko Resources Ltd.

2,700

257,584

Open Text Corp. (a)

2,700

119,447

Pan American Silver Corp.

4,200

134,064

Petrobank Energy & Resources Ltd. (a)

3,400

135,313

TOTAL CANADA

953,122

Cayman Islands - 0.9%

Alibaba.com Ltd. (a)

37,000

72,270

China Lilang Ltd.

46,000

71,926

Wynn Macau Ltd.

69,200

153,019

TOTAL CAYMAN ISLANDS

297,215

Chile - 0.5%

Banco Santander Chile sponsored ADR

1,900

176,016

China - 0.5%

Baidu.com, Inc. sponsored ADR (a)

1,680

184,817

Denmark - 2.5%

Novo Nordisk AS Series B sponsored ADR

6,500

681,200

William Demant Holding AS (a)

2,300

172,400

TOTAL DENMARK

853,600

Finland - 1.9%

Metso Corp.

4,400

208,589

Nokian Tyres PLC

7,300

252,924

Outotec OYJ

4,000

186,677

TOTAL FINLAND

648,190

France - 2.9%

Alstom SA

3,613

182,290

Danone

5,852

370,292

Remy Cointreau SA

2,190

153,766

Safran SA

9,600

304,293

TOTAL FRANCE

1,010,641

Germany - 4.1%

Bayerische Motoren Werke AG (BMW)

1,255

89,950

Linde AG

3,266

470,126

Common Stocks - continued

Shares

Value

Germany - continued

MAN SE

1,702

$ 187,092

Siemens AG sponsored ADR

5,800

662,998

TOTAL GERMANY

1,410,166

Hong Kong - 1.2%

Hong Kong Exchanges and Clearing Ltd.

18,300

402,771

Ireland - 1.0%

CRH PLC sponsored ADR (d)

11,300

199,671

James Hardie Industries NV sponsored ADR (a)

5,000

132,900

TOTAL IRELAND

332,571

Italy - 1.8%

Azimut Holdings SpA

16,215

165,382

Fiat SpA

18,900

319,789

Saipem SpA

3,325

147,726

TOTAL ITALY

632,897

Japan - 8.1%

Autobacs Seven Co. Ltd.

3,900

146,123

Denso Corp.

9,100

282,993

Fanuc Ltd.

3,000

434,309

Fast Retailing Co. Ltd.

1,300

170,289

Japan Steel Works Ltd.

17,000

162,198

Keyence Corp.

1,220

302,461

Kobayashi Pharmaceutical Co. Ltd.

3,900

181,745

MS&AD Insurance Group Holdings, Inc.

5,300

126,972

Nippon Thompson Co. Ltd.

19,000

131,751

Osaka Securities Exchange Co. Ltd.

28

140,922

Shiseido Co. Ltd.

9,100

189,986

SHO-BOND Holdings Co. Ltd.

3,500

74,898

USS Co. Ltd.

3,340

259,828

Yamato Kogyo Co. Ltd.

7,600

194,935

TOTAL JAPAN

2,799,410

Korea (South) - 0.7%

NHN Corp. (a)

1,444

256,183

Mexico - 1.0%

Wal-Mart de Mexico SA de CV Series V

130,600

357,206

Netherlands - 2.2%

ASM International NV unit (a)

6,100

155,855

ASML Holding NV

8,300

275,477

Common Stocks - continued

Shares

Value

Netherlands - continued

Koninklijke KPN NV

10,886

$ 181,768

QIAGEN NV (a)

7,500

141,075

TOTAL NETHERLANDS

754,175

Peru - 0.2%

Compania de Minas Buenaventura SA sponsored ADR

1,500

79,560

Portugal - 0.5%

Jeronimo Martins SGPS SA

12,375

185,623

Singapore - 1.1%

City Developments Ltd.

10,000

98,277

Singapore Exchange Ltd.

32,000

217,569

Wing Tai Holdings Ltd.

44,000

59,492

TOTAL SINGAPORE

375,338

South Africa - 2.1%

African Rainbow Minerals Ltd.

9,939

253,560

Clicks Group Ltd.

26,686

174,096

JSE Ltd.

11,000

124,053

Mr Price Group Ltd.

20,200

183,572

TOTAL SOUTH AFRICA

735,281

Spain - 1.3%

Inditex SA (d)

3,515

293,506

Prosegur Compania de Seguridad SA (Reg.)

2,600

155,781

TOTAL SPAIN

449,287

Sweden - 1.5%

H&M Hennes & Mauritz AB (B Shares)

11,217

395,187

Swedish Match Co.

4,300

120,152

TOTAL SWEDEN

515,339

Switzerland - 11.8%

Credit Suisse Group sponsored ADR

4,320

179,280

Nestle SA

28,730

1,573,166

Novartis AG sponsored ADR (d)

11,200

649,040

Roche Holding AG (participation certificate)

4,835

709,765

Sonova Holding AG Class B

3,225

373,495

The Swatch Group AG:

(Bearer)

910

347,692

(Reg.)

228

15,843

Common Stocks - continued

Shares

Value

Switzerland - continued

UBS AG (a)

4,483

$ 76,132

UBS AG (NY Shares) (a)

8,700

148,074

TOTAL SWITZERLAND

4,072,487

Turkey - 1.9%

Anadolu Efes Biracilik ve Malt Sanayii AS

7,800

124,535

Asya Katilim Bankasi AS

27,000

69,651

Coca-Cola Icecek AS

10,000

128,286

Turkiye Garanti Bankasi AS

53,500

328,244

TOTAL TURKEY

650,716

United Kingdom - 19.7%

Anglo American PLC:

ADR

9,800

227,850

(United Kingdom)

1,800

83,863

Babcock International Group PLC

18,100

168,194

BAE Systems PLC

20,800

114,870

BG Group PLC

34,652

674,818

BHP Billiton PLC ADR

21,300

1,508,040

Cobham PLC

27,100

100,557

GlaxoSmithKline PLC sponsored ADR

11,300

441,152

Imperial Tobacco Group PLC

4,318

138,293

InterContinental Hotel Group PLC ADR (d)

13,755

266,159

Johnson Matthey PLC

6,924

212,326

Mothercare PLC

8,900

74,932

Reckitt Benckiser Group PLC

6,045

338,103

Rio Tinto PLC

2,735

177,617

Rio Tinto PLC sponsored ADR (d)

8,700

566,544

Serco Group PLC

30,103

296,129

Shaftesbury PLC

19,733

141,004

Standard Chartered PLC:

rights 11/5/10 (a)

2,619

22,050

(United Kingdom)

21,917

633,989

Tesco PLC

71,253

487,283

Unite Group PLC (a)

18,800

62,650

Victrex PLC

3,600

74,462

TOTAL UNITED KINGDOM

6,810,885

United States of America - 10.1%

Allergan, Inc.

1,900

137,579

Autoliv, Inc.

4,300

306,590

Berkshire Hathaway, Inc. Class B (a)

2,000

159,120

Cymer, Inc. (a)

2,000

73,900

Common Stocks - continued

Shares

Value

United States of America - continued

eBay, Inc. (a)

2,600

$ 77,506

Google, Inc. Class A (a)

220

134,858

ION Geophysical Corp. (a)

14,800

72,372

JPMorgan Chase & Co.

3,818

143,671

Juniper Networks, Inc. (a)

18,600

602,454

Martin Marietta Materials, Inc.

900

72,432

Mead Johnson Nutrition Co. Class A

4,500

264,690

Mohawk Industries, Inc. (a)

2,600

149,084

Philip Morris International, Inc.

3,100

181,350

ResMed, Inc. (a)

5,500

175,285

Union Pacific Corp.

2,900

254,272

Visa, Inc. Class A

8,500

664,445

TOTAL UNITED STATES OF AMERICA

3,469,608

TOTAL COMMON STOCKS

(Cost $28,745,190)

33,562,862

Investment Companies - 1.0%

 

 

 

 

United States of America - 1.0%

iShares MSCI EAFE Growth Index ETF
(Cost $352,099)

6,000

352,800

Money Market Funds - 7.1%

 

 

 

 

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)
(Cost $2,457,002)

2,457,002

2,457,002

Cash Equivalents - 2.0%

Maturity Amount

Value

Investments in repurchase agreements in a joint trading account at 0.22%, dated 10/29/10 due 11/1/10 (Collateralized by U.S. Treasury Obligations) #
(Cost $685,000)

$ 685,012

$ 685,000

TOTAL INVESTMENT PORTFOLIO - 107.3%

(Cost $32,239,291)

37,057,664

NET OTHER ASSETS (LIABILITIES) - (7.3)%

(2,530,931)

NET ASSETS - 100%

$ 34,526,733

Security Type Abbreviations

ETF

-

Exchange-Traded Funds

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

# Additional information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty

Value

$685,000 due 11/01/10 at 0.22%

BNP Paribas Securities Corp.

$ 114,147

Barclays Capital, Inc.

171,114

Credit Agricole Securities (USA), Inc.

29,506

Credit Suisse Securities (USA) LLC

31,533

Deutsche Bank Securities, Inc.

52,922

HSBC Securities (USA), Inc.

52,922

J.P. Morgan Securities,
Inc.

141,125

Mizuho Securities USA, Inc.

35,281

Societe Generale, New York Branch

35,281

UBS Securities LLC

17,641

Wells Fargo Securities LLC

3,528

 

$ 685,000

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Securities Lending Cash Central Fund

$ 13,302

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United Kingdom

$ 6,810,885

$ 6,633,268

$ 177,617

$ -

Switzerland

4,072,487

3,996,355

76,132

-

United States of America

3,469,608

3,469,608

-

-

Japan

2,799,410

1,432,663

1,366,747

-

Australia

1,817,514

1,817,514

-

-

Germany

1,410,166

1,410,166

-

-

Belgium

1,208,434

1,208,434

-

-

Brazil

1,072,386

1,072,386

-

-

France

1,010,641

1,010,641

-

-

Other

9,891,331

9,891,331

-

-

Investment Companies

352,800

352,800

-

-

Money Market Funds

2,457,002

2,457,002

-

-

Cash Equivalents

685,000

-

685,000

-

Total Investments in Securities:

$ 37,057,664

$ 34,752,168

$ 2,305,496

$ -

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $6,290,360 of which $3,493,858 and $2,796,502 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $2,381,885 and repurchase agreements of $685,000) - See accompanying schedule:

Unaffiliated issuers (cost $29,782,289)

$ 34,600,662

 

Fidelity Central Funds (cost $2,457,002)

2,457,002

 

Total Investments (cost $32,239,291)

 

$ 37,057,664

Cash

677

Foreign currency held at value (cost $212)

212

Receivable for investments sold

253,142

Receivable for fund shares sold

115,106

Dividends receivable

73,680

Distributions receivable from Fidelity Central Funds

943

Receivable from investment adviser for expense reductions

42,846

Other receivables

1,353

Total assets

37,545,623

 

 

 

Liabilities

Payable for investments purchased

$ 442,776

Payable for fund shares redeemed

30,235

Accrued management fee

23,253

Distribution and service plan fees payable

2,473

Other affiliated payables

8,855

Other payables and accrued expenses

54,296

Collateral on securities loaned, at value

2,457,002

Total liabilities

3,018,890

 

 

 

Net Assets

$ 34,526,733

Net Assets consist of:

 

Paid in capital

$ 36,253,596

Undistributed net investment income

237,573

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(6,786,731)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

4,822,295

Net Assets

$ 34,526,733

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($3,083,779 ÷ 367,982 shares)

$ 8.38

 

 

 

Maximum offering price per share (100/94.25 of $8.38)

$ 8.89

Class T:
Net Asset Value
and redemption price per share ($1,033,538 ÷ 123,323 shares)

$ 8.38

 

 

 

Maximum offering price per share (100/96.50 of $8.38)

$ 8.68

Class B:
Net Asset Value
and offering price per share ($581,201 ÷ 69,527 shares)A

$ 8.36

 

 

 

Class C:
Net Asset Value
and offering price per share ($1,260,789 ÷ 151,261 shares)A

$ 8.34

 

 

 

International Growth:
Net Asset Value
, offering price and redemption price per share ($28,454,384 ÷ 3,385,414 shares)

$ 8.40

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($113,042 ÷ 13,455 shares)

$ 8.40

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 637,165

Interest

 

706

Income from Fidelity Central Funds

 

13,302

Income before foreign taxes withheld

 

651,173

Less foreign taxes withheld

 

(47,674)

Total income

 

603,499

 

 

 

Expenses

Management fee
Basic fee

$ 192,364

Performance adjustment

29,103

Transfer agent fees

85,306

Distribution and service plan fees

24,292

Accounting and security lending fees

14,333

Custodian fees and expenses

55,804

Independent trustees' compensation

148

Registration fees

73,332

Audit

62,652

Legal

191

Miscellaneous

300

Total expenses before reductions

537,825

Expense reductions

(178,649)

359,176

Net investment income (loss)

244,323

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

1,690,565

Foreign currency transactions

(561)

Total net realized gain (loss)

 

1,690,004

Change in net unrealized appreciation (depreciation) on:

Investment securities

3,219,080

Assets and liabilities in foreign currencies

2,715

Total change in net unrealized appreciation (depreciation)

 

3,221,795

Net gain (loss)

4,911,799

Net increase (decrease) in net assets resulting from operations

$ 5,156,122

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 244,323

$ 175,103

Net realized gain (loss)

1,690,004

(2,934,897)

Change in net unrealized appreciation (depreciation)

3,221,795

7,705,769

Net increase (decrease) in net assets resulting
from operations

5,156,122

4,945,975

Distributions to shareholders from net investment income

(167,219)

(188,551)

Distributions to shareholders from net realized gain

(78,510)

-

Total distributions

(245,729)

(188,551)

Share transactions - net increase (decrease)

8,231,990

1,563,086

Redemption fees

2,560

3,195

Total increase (decrease) in net assets

13,144,943

6,323,705

 

 

 

Net Assets

Beginning of period

21,381,790

15,058,085

End of period (including undistributed net investment income of $237,573 and undistributed net investment income of $167,884, respectively)

$ 34,526,733

$ 21,381,790

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009

2008 F

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.01

$ 5.46

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) C

  .05

  .05

  .07

Net realized and unrealized gain (loss)

  1.39

  1.55

  (4.61)

Total from investment operations

  1.44

  1.60

  (4.54)

Distributions from net investment income

  (.05)

  (.05)

  -

Distributions from net realized gain

  (.03)

  -

  -

Total distributions

  (.07) I

  (.05)

  -

Redemption fees added to paid in capital C,H

  -

  -

  -

Net asset value, end of period

$ 8.38

$ 7.01

$ 5.46

Total Return A,B

  20.68%

  29.72%

  (45.40)%

Ratios to Average Net Assets D,G

 

 

 

Expenses before reductions

  2.13%

  2.46%

  2.88%

Expenses net of fee waivers, if any

  1.50%

  1.50%

  1.50%

Expenses net of all reductions

  1.48%

  1.47%

  1.48%

Net investment income (loss)

  .74%

  .85%

  .80%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 3,084

$ 1,452

$ 820

Portfolio turnover rate E

  87%

  116%

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F For the period November 1, 2007 (commencement of operations) to October 31, 2008.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

I Total distributions of $.07 per share is comprised of distributions from net investment income of $.046 and distributions from net realized gain of $.025 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,

2010

2009

2008 F

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.00

$ 5.45

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) C

  .04

  .03

  .05

Net realized and unrealized gain (loss)

  1.39

  1.55

  (4.60)

Total from investment operations

  1.43

  1.58

  (4.55)

Distributions from net investment income

  (.02)

  (.03)

  -

Distributions from net realized gain

  (.03)

  -

  -

Total distributions

  (.05)

  (.03)

  -

Redemption fees added to paid in capital C,H

  -

  -

  -

Net asset value, end of period

$ 8.38

$ 7.00

$ 5.45

Total Return A,B

  20.47%

  29.22%

  (45.50)%

Ratios to Average Net Assets D,G

 

 

 

Expenses before reductions

  2.41%

  2.67%

  3.07%

Expenses net of fee waivers, if any

  1.75%

  1.75%

  1.75%

Expenses net of all reductions

  1.73%

  1.73%

  1.73%

Net investment income (loss)

  .49%

  .59%

  .55%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 1,034

$ 532

$ 507

Portfolio turnover rate E

  87%

  116%

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F For the period November 1, 2007 (commencement of operations) to October 31, 2008.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009

2008 F

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 6.98

$ 5.42

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) C

  - H

  .01

  - H

Net realized and unrealized gain (loss)

  1.38

  1.55

  (4.58)

Total from investment operations

  1.38

  1.56

  (4.58)

Redemption fees added to paid in capital C,H

  -

  -

  -

Net asset value, end of period

$ 8.36

$ 6.98

$ 5.42

Total Return A,B

  19.77%

  28.78%

  (45.80)%

Ratios to Average Net Assets D,G

 

 

 

Expenses before reductions

  2.87%

  3.17%

  3.55%

Expenses net of fee waivers, if any

  2.25%

  2.25%

  2.25%

Expenses net of all reductions

  2.23%

  2.23%

  2.23%

Net investment income (loss)

  (.01)%

  .09%

  .05%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 581

$ 328

$ 642

Portfolio turnover rate E

  87%

  116%

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F For the period November 1, 2007 (commencement of operations) to October 31, 2008.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,

2010

2009

2008 F

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 6.98

$ 5.42

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) C

  - H

  .01

  - H

Net realized and unrealized gain (loss)

  1.38

  1.55

  (4.58)

Total from investment operations

  1.38

  1.56

  (4.58)

Distributions from net realized gain

  (.02)

  -

  -

Redemption fees added to paid in capital C,H

  -

  -

  -

Net asset value, end of period

$ 8.34

$ 6.98

$ 5.42

Total Return A,B

  19.82%

  28.78%

  (45.80)%

Ratios to Average Net Assets D,G

 

 

 

Expenses before reductions

  2.89%

  3.21%

  3.52%

Expenses net of fee waivers, if any

  2.25%

  2.25%

  2.25%

Expenses net of all reductions

  2.24%

  2.23%

  2.23%

Net investment income (loss)

  (.01)%

  .09%

  .05%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 1,261

$ 780

$ 684

Portfolio turnover rate E

  87%

  116%

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F For the period November 1, 2007 (commencement of operations) to October 31, 2008.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Growth

Years ended October 31,

2010

2009

2008 E

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.02

$ 5.48

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) B

  .07

  .06

  .09

Net realized and unrealized gain (loss)

  1.39

  1.54

  (4.60)

Total from investment operations

  1.46

  1.60

  (4.51)

Distributions from net investment income

  (.06)

  (.06)

  (.01)

Distributions from net realized gain

  (.03)

  -

  -

Total distributions

  (.08) H

  (.06)

  (.01)

Redemption fees added to paid in capital B,G

  -

  -

  -

Net asset value, end of period

$ 8.40

$ 7.02

$ 5.48

Total Return A

  20.97%

  29.77%

  (45.17)%

Ratios to Average Net Assets C,F

 

 

 

Expenses before reductions

  1.89%

  2.19%

  2.35%

Expenses net of fee waivers, if any

  1.25%

  1.25%

  1.25%

Expenses net of all reductions

  1.23%

  1.23%

  1.23%

Net investment income (loss)

  .99%

  1.09%

  1.05%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 28,454

$ 18,254

$ 11,884

Portfolio turnover rate D

  87%

  116%

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E For the period November 1, 2007 (commencement of operations) to October 31, 2008.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

H Total distributions of $.08 per share is comprised of distributions from net investment income of $.057 and distributions from net realized gain of $.025 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009

2008 E

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.02

$ 5.48

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) B

  .07

  .06

  .09

Net realized and unrealized gain (loss)

  1.39

  1.54

  (4.60)

Total from investment operations

  1.46

  1.60

  (4.51)

Distributions from net investment income

  (.06)

  (.06)

  (.01)

Distributions from net realized gain

  (.03)

  -

  -

Total distributions

  (.08) H

  (.06)

  (.01)

Redemption fees added to paid in capital B,G

  -

  -

  -

Net asset value, end of period

$ 8.40

$ 7.02

$ 5.48

Total Return A

  20.97%

  29.77%

  (45.17)%

Ratios to Average Net Assets C,F

 

 

 

Expenses before reductions

  1.92%

  2.01%

  2.56%

Expenses net of fee waivers, if any

  1.25%

  1.25%

  1.25%

Expenses net of all reductions

  1.23%

  1.23%

  1.23%

Net investment income (loss)

  .99%

  1.09%

  1.05%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 113

$ 36

$ 521

Portfolio turnover rate D

  87%

  116%

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E For the period November 1, 2007 (commencement of operations) to October 31, 2008.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

H Total distributions of $.08 per share is comprised of distributions from net investment income of $.057 and distributions from net realized gain of $.025 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity International Growth Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, International Growth and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management

Annual Report

3. Significant Accounting Policies - continued

to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010 is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Security Valuation - continued

observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

ETFs are valued at their last sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day but the exchange reports a closing bid level, ETFs are valued at the closing bid and would be categorized as Level 1 in the hierarchy. In the event there was no closing bid, ETFs may be valued by another method that the Board of Trustees believes reflects fair value in accordance with the Board's fair value pricing policies and may be categorized as Level 2 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), partnerships, capital loss carryforwards and losses deferred due to wash sales.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 5,209,031

Gross unrealized depreciation

(928,317)

Net unrealized appreciation (depreciation)

$ 4,280,714

 

 

Tax Cost

$ 32,776,950

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 278,863

Capital loss carryforward

$ (6,290,360)

Net unrealized appreciation (depreciation)

$ 4,284,636

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 245,729

$ 188,551

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the SEC which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Annual Report

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $31,048,448 and $23,131,685, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of International Growth as compared to an appropriate benchmark index. The Fund's performance adjustment took effect in November 2008. Subsequent months will be added until the performance period includes 36 months. For the period, the total annual management fee rate, including the performance adjustment, was .82% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 5,536

$ 860

Class T

.25%

.25%

3,576

-

Class B

.75%

.25%

4,625

3,483

Class C

.75%

.25%

10,555

3,617

 

 

 

$ 24,292

$ 7,960

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 4,989

Class T

569

Class B*

583

Class C*

125

 

$ 6,266

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 7,042

.32

Class T

2,357

.33

Class B

1,462

.31

Class C

3,330

.32

International Growth

70,950

.31

Institutional Class

165

.30

 

$ 85,306

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $380 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $103 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $13,302. During the period, there were no securities loaned to FCM.

Annual Report

Notes to Financial Statements - continued

9. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class A

1.50%

$ 13,958

Class T

1.75%

4,759

Class B

2.25%

2,895

Class C

2.25%

6,772

International Growth

1.25%

145,483

Institutional Class

1.25%

371

 

 

$ 174,238

Effective November 1, 2010 the expense limitations will be changed to 1.45%, 1.70%, 2.20%, 2.20%, 1.20%, and 1.20% for Class A, T, B, C, International Growth, and Institutional, respectively.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $4,411 for the period.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Class A

$ 10,514

$ 7,994

Class T

1,819

2,991

International Growth

154,599

171,473

Institutional Class

287

6,093

Total

$ 167,219

$ 188,551

From net realized gain

 

 

Class A

$ 5,713

$ -

Class T

2,067

-

Class C

2,797

-

International Growth

67,807

-

Institutional Class

126

-

Total

$ 78,510

$ -

Annual Report

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Class A

 

 

 

 

Shares sold

247,866

249,117

$ 1,869,390

$ 1,499,324

Reinvestment of distributions

2,011

1,620

14,999

7,954

Shares redeemed

(88,980)

(193,639)

(650,197)

(1,109,207)

Net increase (decrease)

160,897

57,098

$ 1,234,192

$ 398,071

Class T

 

 

 

 

Shares sold

73,695

78,248

$ 554,529

$ 453,244

Reinvestment of distributions

513

606

3,840

2,982

Shares redeemed

(26,780)

(96,008)

(194,364)

(616,841)

Net increase (decrease)

47,428

(17,154)

$ 364,005

$ (160,615)

Class B

 

 

 

 

Shares sold

37,806

35,907

$ 276,981

$ 202,014

Shares redeemed

(15,339)

(107,260)

(113,063)

(656,068)

Net increase (decrease)

22,467

(71,353)

$ 163,918

$ (454,054)

Class C

 

 

 

 

Shares sold

110,505

147,440

$ 831,229

$ 796,649

Reinvestment of distributions

369

-

2,760

-

Shares redeemed

(71,336)

(161,828)

(504,821)

(850,523)

Net increase (decrease)

39,538

(14,388)

$ 329,168

$ (53,874)

International Growth

 

 

 

 

Shares sold

1,971,246

1,976,158

$ 14,829,454

$ 11,124,182

Reinvestment of distributions

28,518

27,149

212,744

133,303

Shares redeemed

(1,213,664)

(1,574,393)

(8,965,012)

(8,834,160)

Net increase (decrease)

786,100

428,914

$ 6,077,186

$ 2,423,325

Institutional Class

 

 

 

 

Shares sold

11,311

6,125

$ 86,413

$ 37,094

Reinvestment of distributions

55

1,241

412

6,093

Shares redeemed

(3,097)

(97,389)

(23,304)

(632,954)

Net increase (decrease)

8,269

(90,023)

$ 63,521

$ (589,767)

12. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity International Growth Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity International Growth Fund (a fund of Fidelity Investment Trust) at October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity International Growth Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 15, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Annual Report

Trustees and Officers - continued

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

Annual Report

Trustees and Officers - continued

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-
present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-
present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-
present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-
present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Annual Report

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-
2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-
present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-
present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-
present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-
present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity International Growth Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Class A

12/06/10

12/03/10

$0.043

$0.011

Class T

12/06/10

12/03/10

$0.03

$0.011

Class B

12/06/10

12/03/10

$-

$0.003

Class C

12/06/10

12/03/10

$-

$0.005

Class A, Class T, and Class C designates 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Class A

12/7/09

$0.056

$0.0099

Class T

12/7/09

$0.039

$0.0099

Class C

12/7/09

$0.021

$0.0099

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Growth Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against (i) a broad-based securities market index, and (ii) a custom peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. Because the fund had been in existence less than three calendar years, the following chart considered by the Board shows, for the one-year period ended December 31, 2009, the total returns of the retail class and Class B of the fund, the total return of a broad-based securities market index ("benchmark"), and a range of total returns of a custom peer group of mutual funds defined by FMR based on categories assigned by Morningstar, Inc. The returns of the retail class and Class B show the performance of the highest and lowest performing classes, respectively. The box within the chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below the chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated. The fund's custom peer group, defined by FMR, is a peer group that FMR believes provides a more meaningful performance comparison than the peer group assigned by Morningstar, Inc., which assigns mutual funds to categories based on their investment styles as measured by their underlying portfolio holdings.

Annual Report

Fidelity International Growth Fund

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The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class of the fund was in the third quartile for the period shown. The Board also noted that the investment performance of the retail class of the fund compared favorably to its benchmark for the period shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year. The Board noted that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month (or shorter) periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 15% means that 85% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Fidelity International Growth Fund

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The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A and the retail class ranked below its competitive median for 2009, the total expenses of Class B ranked equal to its competitive median for 2009, and the total expenses of each of Class T, Class C, and Institutional Class ranked above its competitive median for 2009. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable, although in some cases above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors (UK) Ltd.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

State Street Bank and Trust Company

Quincy, MA

AIGF-UANN-1210
1.853348.102

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(Fidelity Investment logo)(registered trademark)
Fidelity AdvisorSM
International Growth
Fund - Institutional Class

Annual Report

October 31, 2010

Institutional Class is
a class of Fidelity®
International Growth Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Life of
fund
A

  Institutional Class

20.97%

-4.88%

A From November 1, 2007.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity AdvisorSM International Growth Fund - Institutional Class on November 1, 2007, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE® (Europe, Australasia, Far East) Growth Index performed over the same period.

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Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Jed Weiss, Portfolio Manager of Fidelity AdvisorSM International Growth Fund: For the year, the fund's Institutional Class shares returned 20.97%, significantly outpacing the 12.24% return of the MSCI EAFE® (Europe, Australasia, Far East) Growth Index. Stock picking in almost every sector was favorable, most notably financials and consumer discretionary, followed by materials, industrials and consumer staples. Positioning in telecommunication services and utilities detracted modestly. In country terms, the fund's positioning in emerging markets - especially stock picking in Brazil, Turkey and South Africa - was helpful. Successful positioning in Japan and Hong Kong also contributed. In Europe, good security selection in Denmark, Spain and the U.K. outweighed weakness in Switzerland. Elsewhere, the fund's modest stake in global U.S. companies proved helpful. Top individual contributors included Autoliv, a U.S.-listed and Sweden-based auto-safety equipment maker; Novo Nordisk, a Danish health care company; and Belgian brewer Anheuser-Busch InBev. Also of note, among emerging-markets stocks, were Turkish bank Turkiye Garanti Bankasi and Brazilian chemicals company Braskem. Several of these stocks were not in the index. In terms of notable detractors, we lacked exposure to French luxury consumer goods companies LVMH and Richemont Cie Financiere - two strong-performing index components - and overweighted lagging Swiss drug maker Roche Holding.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Shareholder Expense Example - continued

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to October 31, 2010

Class A

1.50%**

 

 

 

Actual

 

$ 1,000.00

$ 1,115.80

$ 8.00**

Hypothetical A

 

$ 1,000.00

$ 1,017.64

$ 7.63**

Class T

1.75%**

 

 

 

Actual

 

$ 1,000.00

$ 1,114.40

$ 9.33**

Hypothetical A

 

$ 1,000.00

$ 1,016.38

$ 8.89**

Class B

2.25%**

 

 

 

Actual

 

$ 1,000.00

$ 1,111.70

$ 11.98**

Hypothetical A

 

$ 1,000.00

$ 1,013.86

$ 11.42**

Class C

2.25%**

 

 

 

Actual

 

$ 1,000.00

$ 1,112.00

$ 11.98**

Hypothetical A

 

$ 1,000.00

$ 1,013.86

$ 11.42**

International Growth

1.25%**

 

 

 

Actual

 

$ 1,000.00

$ 1,117.00

$ 6.67**

Hypothetical A

 

$ 1,000.00

$ 1,018.90

$ 6.36**

Institutional Class

1.25%**

 

 

 

Actual

 

$ 1,000.00

$ 1,117.00

$ 6.67**

Hypothetical A

 

$ 1,000.00

$ 1,018.90

$ 6.36**

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

** If changes to voluntary expense limitations, effective November 1, 2010, had been in effect during the entire period, the annualized expense ratios and the expenses paid in the actual and hypothetical examples above would have been as follows:

 

Annualized
Expense Ratio

Expenses Paid

Class A

1.45%

 

Actual

 

$ 7.73

Hypothetical A

 

$ 7.38

Class T

1.70%

 

Actual

 

$ 9.06

Hypothetical A

 

$ 8.64

Class B

2.20%

 

Actual

 

$ 11.71

Hypothetical A

 

$ 11.17

Class C

2.20%

 

Actual

 

$ 11.71

Hypothetical A

 

$ 11.17

International Growth

1.20%

 

Actual

 

$ 6.40

Hypothetical A

 

$ 6.11

Institutional Class

1.20%

 

Actual

 

$ 6.40

Hypothetical A

 

$ 6.11

A 5% return per year before expenses

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

cjc132

United Kingdom 19.7%

 

cjc134

United States of America 12.9%

 

cjc136

Switzerland 11.8%

 

cjc138

Japan 8.1%

 

cjc140

Australia 5.3%

 

cjc142

Germany 4.1%

 

cjc144

Belgium 3.5%

 

cjc146

Brazil 3.1%

 

cjc148

France 2.9%

 

cjc150

Other 28.6%

 

cjc672

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

cjc132

United Kingdom 19.0%

 

cjc134

Switzerland 13.0%

 

cjc136

United States of America 11.7%

 

cjc138

Japan 9.3%

 

cjc140

Australia 4.2%

 

cjc142

Brazil 3.7%

 

cjc144

Spain 3.6%

 

cjc146

Belgium 3.3%

 

cjc148

Germany 3.0%

 

cjc150

Other 29.2%

 

cjc684

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks and Investment Companies

98.2

98.1

Short-Term Investments and Net Other Assets

1.8

1.9

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Nestle SA (Switzerland, Food Products)

4.6

4.0

BHP Billiton PLC ADR (United Kingdom, Metals & Mining)

4.4

3.4

Anheuser-Busch InBev SA NV (Belgium, Beverages)

2.9

2.7

Rio Tinto PLC (United Kingdom, Metals & Mining)

2.1

2.3

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

2.1

3.0

Novo Nordisk AS Series B sponsored ADR (Denmark, Pharmaceuticals)

2.0

1.6

BG Group PLC (United Kingdom, Oil, Gas & Consumable Fuels)

1.9

1.8

Visa, Inc. Class A (United States of America, IT Services)

1.9

2.0

Siemens AG sponsored ADR (Germany, Industrial Conglomerates)

1.9

0.4

Standard Chartered PLC (United Kingdom, Commercial Banks)

1.9

1.7

 

25.7

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Staples

17.8

17.1

Materials

16.9

16.2

Financials

13.4

16.4

Industrials

12.3

10.7

Consumer Discretionary

11.8

11.3

Health Care

11.3

10.9

Information Technology

8.4

6.6

Energy

4.8

4.6

Telecommunication Services

0.5

2.8

Utilities

0.0

0.3

Annual Report

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 97.2%

Shares

Value

Australia - 5.3%

CSL Ltd.

11,708

$ 376,551

Leighton Holdings Ltd. (d)

9,176

329,906

MAp Group unit

21,718

64,892

Newcrest Mining Ltd.

1,155

45,215

Newcrest Mining Ltd. sponsored ADR

6,907

272,136

OZ Minerals Ltd.

134,053

205,524

Woolworths Ltd.

12,499

347,136

Worleyparsons Ltd.

7,835

176,154

TOTAL AUSTRALIA

1,817,514

Austria - 0.4%

Andritz AG

2,000

153,171

Bailiwick of Guernsey - 0.5%

Resolution Ltd.

44,093

185,016

Bailiwick of Jersey - 0.9%

Informa PLC

17,433

121,776

Randgold Resources Ltd. sponsored ADR

1,835

172,343

TOTAL BAILIWICK OF JERSEY

294,119

Belgium - 3.5%

Anheuser-Busch InBev SA NV

15,920

997,610

Umicore SA

4,480

210,824

TOTAL BELGIUM

1,208,434

Bermuda - 1.2%

Lazard Ltd. Class A

3,800

140,220

Seadrill Ltd. (d)

6,900

208,909

Trinity Ltd.

70,000

69,989

TOTAL BERMUDA

419,118

Brazil - 3.1%

Banco ABC Brasil SA

13,000

128,074

BM&F Bovespa SA

25,700

215,274

BR Malls Participacoes SA

9,300

88,834

Braskem SA Class A sponsored ADR (d)

12,300

256,455

Fibria Celulose SA sponsored ADR (a)

3,903

70,098

Iguatemi Empresa de Shopping Centers SA

2,800

65,342

Itau Unibanco Banco Multiplo SA ADR

7,030

172,657

Multiplan Empreendimentos Imobiliarios SA

3,300

75,652

TOTAL BRAZIL

1,072,386

Common Stocks - continued

Shares

Value

Canada - 2.8%

Agnico-Eagle Mines Ltd. (Canada)

2,300

$ 178,380

Fairfax Financial Holdings Ltd. (sub. vtg.)

150

61,357

Goldcorp, Inc.

1,500

66,977

Niko Resources Ltd.

2,700

257,584

Open Text Corp. (a)

2,700

119,447

Pan American Silver Corp.

4,200

134,064

Petrobank Energy & Resources Ltd. (a)

3,400

135,313

TOTAL CANADA

953,122

Cayman Islands - 0.9%

Alibaba.com Ltd. (a)

37,000

72,270

China Lilang Ltd.

46,000

71,926

Wynn Macau Ltd.

69,200

153,019

TOTAL CAYMAN ISLANDS

297,215

Chile - 0.5%

Banco Santander Chile sponsored ADR

1,900

176,016

China - 0.5%

Baidu.com, Inc. sponsored ADR (a)

1,680

184,817

Denmark - 2.5%

Novo Nordisk AS Series B sponsored ADR

6,500

681,200

William Demant Holding AS (a)

2,300

172,400

TOTAL DENMARK

853,600

Finland - 1.9%

Metso Corp.

4,400

208,589

Nokian Tyres PLC

7,300

252,924

Outotec OYJ

4,000

186,677

TOTAL FINLAND

648,190

France - 2.9%

Alstom SA

3,613

182,290

Danone

5,852

370,292

Remy Cointreau SA

2,190

153,766

Safran SA

9,600

304,293

TOTAL FRANCE

1,010,641

Germany - 4.1%

Bayerische Motoren Werke AG (BMW)

1,255

89,950

Linde AG

3,266

470,126

Common Stocks - continued

Shares

Value

Germany - continued

MAN SE

1,702

$ 187,092

Siemens AG sponsored ADR

5,800

662,998

TOTAL GERMANY

1,410,166

Hong Kong - 1.2%

Hong Kong Exchanges and Clearing Ltd.

18,300

402,771

Ireland - 1.0%

CRH PLC sponsored ADR (d)

11,300

199,671

James Hardie Industries NV sponsored ADR (a)

5,000

132,900

TOTAL IRELAND

332,571

Italy - 1.8%

Azimut Holdings SpA

16,215

165,382

Fiat SpA

18,900

319,789

Saipem SpA

3,325

147,726

TOTAL ITALY

632,897

Japan - 8.1%

Autobacs Seven Co. Ltd.

3,900

146,123

Denso Corp.

9,100

282,993

Fanuc Ltd.

3,000

434,309

Fast Retailing Co. Ltd.

1,300

170,289

Japan Steel Works Ltd.

17,000

162,198

Keyence Corp.

1,220

302,461

Kobayashi Pharmaceutical Co. Ltd.

3,900

181,745

MS&AD Insurance Group Holdings, Inc.

5,300

126,972

Nippon Thompson Co. Ltd.

19,000

131,751

Osaka Securities Exchange Co. Ltd.

28

140,922

Shiseido Co. Ltd.

9,100

189,986

SHO-BOND Holdings Co. Ltd.

3,500

74,898

USS Co. Ltd.

3,340

259,828

Yamato Kogyo Co. Ltd.

7,600

194,935

TOTAL JAPAN

2,799,410

Korea (South) - 0.7%

NHN Corp. (a)

1,444

256,183

Mexico - 1.0%

Wal-Mart de Mexico SA de CV Series V

130,600

357,206

Netherlands - 2.2%

ASM International NV unit (a)

6,100

155,855

ASML Holding NV

8,300

275,477

Common Stocks - continued

Shares

Value

Netherlands - continued

Koninklijke KPN NV

10,886

$ 181,768

QIAGEN NV (a)

7,500

141,075

TOTAL NETHERLANDS

754,175

Peru - 0.2%

Compania de Minas Buenaventura SA sponsored ADR

1,500

79,560

Portugal - 0.5%

Jeronimo Martins SGPS SA

12,375

185,623

Singapore - 1.1%

City Developments Ltd.

10,000

98,277

Singapore Exchange Ltd.

32,000

217,569

Wing Tai Holdings Ltd.

44,000

59,492

TOTAL SINGAPORE

375,338

South Africa - 2.1%

African Rainbow Minerals Ltd.

9,939

253,560

Clicks Group Ltd.

26,686

174,096

JSE Ltd.

11,000

124,053

Mr Price Group Ltd.

20,200

183,572

TOTAL SOUTH AFRICA

735,281

Spain - 1.3%

Inditex SA (d)

3,515

293,506

Prosegur Compania de Seguridad SA (Reg.)

2,600

155,781

TOTAL SPAIN

449,287

Sweden - 1.5%

H&M Hennes & Mauritz AB (B Shares)

11,217

395,187

Swedish Match Co.

4,300

120,152

TOTAL SWEDEN

515,339

Switzerland - 11.8%

Credit Suisse Group sponsored ADR

4,320

179,280

Nestle SA

28,730

1,573,166

Novartis AG sponsored ADR (d)

11,200

649,040

Roche Holding AG (participation certificate)

4,835

709,765

Sonova Holding AG Class B

3,225

373,495

The Swatch Group AG:

(Bearer)

910

347,692

(Reg.)

228

15,843

Common Stocks - continued

Shares

Value

Switzerland - continued

UBS AG (a)

4,483

$ 76,132

UBS AG (NY Shares) (a)

8,700

148,074

TOTAL SWITZERLAND

4,072,487

Turkey - 1.9%

Anadolu Efes Biracilik ve Malt Sanayii AS

7,800

124,535

Asya Katilim Bankasi AS

27,000

69,651

Coca-Cola Icecek AS

10,000

128,286

Turkiye Garanti Bankasi AS

53,500

328,244

TOTAL TURKEY

650,716

United Kingdom - 19.7%

Anglo American PLC:

ADR

9,800

227,850

(United Kingdom)

1,800

83,863

Babcock International Group PLC

18,100

168,194

BAE Systems PLC

20,800

114,870

BG Group PLC

34,652

674,818

BHP Billiton PLC ADR

21,300

1,508,040

Cobham PLC

27,100

100,557

GlaxoSmithKline PLC sponsored ADR

11,300

441,152

Imperial Tobacco Group PLC

4,318

138,293

InterContinental Hotel Group PLC ADR (d)

13,755

266,159

Johnson Matthey PLC

6,924

212,326

Mothercare PLC

8,900

74,932

Reckitt Benckiser Group PLC

6,045

338,103

Rio Tinto PLC

2,735

177,617

Rio Tinto PLC sponsored ADR (d)

8,700

566,544

Serco Group PLC

30,103

296,129

Shaftesbury PLC

19,733

141,004

Standard Chartered PLC:

rights 11/5/10 (a)

2,619

22,050

(United Kingdom)

21,917

633,989

Tesco PLC

71,253

487,283

Unite Group PLC (a)

18,800

62,650

Victrex PLC

3,600

74,462

TOTAL UNITED KINGDOM

6,810,885

United States of America - 10.1%

Allergan, Inc.

1,900

137,579

Autoliv, Inc.

4,300

306,590

Berkshire Hathaway, Inc. Class B (a)

2,000

159,120

Cymer, Inc. (a)

2,000

73,900

Common Stocks - continued

Shares

Value

United States of America - continued

eBay, Inc. (a)

2,600

$ 77,506

Google, Inc. Class A (a)

220

134,858

ION Geophysical Corp. (a)

14,800

72,372

JPMorgan Chase & Co.

3,818

143,671

Juniper Networks, Inc. (a)

18,600

602,454

Martin Marietta Materials, Inc.

900

72,432

Mead Johnson Nutrition Co. Class A

4,500

264,690

Mohawk Industries, Inc. (a)

2,600

149,084

Philip Morris International, Inc.

3,100

181,350

ResMed, Inc. (a)

5,500

175,285

Union Pacific Corp.

2,900

254,272

Visa, Inc. Class A

8,500

664,445

TOTAL UNITED STATES OF AMERICA

3,469,608

TOTAL COMMON STOCKS

(Cost $28,745,190)

33,562,862

Investment Companies - 1.0%

 

 

 

 

United States of America - 1.0%

iShares MSCI EAFE Growth Index ETF
(Cost $352,099)

6,000

352,800

Money Market Funds - 7.1%

 

 

 

 

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)
(Cost $2,457,002)

2,457,002

2,457,002

Cash Equivalents - 2.0%

Maturity Amount

Value

Investments in repurchase agreements in a joint trading account at 0.22%, dated 10/29/10 due 11/1/10 (Collateralized by U.S. Treasury Obligations) #
(Cost $685,000)

$ 685,012

$ 685,000

TOTAL INVESTMENT PORTFOLIO - 107.3%

(Cost $32,239,291)

37,057,664

NET OTHER ASSETS (LIABILITIES) - (7.3)%

(2,530,931)

NET ASSETS - 100%

$ 34,526,733

Security Type Abbreviations

ETF

-

Exchange-Traded Funds

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

# Additional information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty

Value

$685,000 due 11/01/10 at 0.22%

BNP Paribas Securities Corp.

$ 114,147

Barclays Capital, Inc.

171,114

Credit Agricole Securities (USA), Inc.

29,506

Credit Suisse Securities (USA) LLC

31,533

Deutsche Bank Securities, Inc.

52,922

HSBC Securities (USA), Inc.

52,922

J.P. Morgan Securities,
Inc.

141,125

Mizuho Securities USA, Inc.

35,281

Societe Generale, New York Branch

35,281

UBS Securities LLC

17,641

Wells Fargo Securities LLC

3,528

 

$ 685,000

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Securities Lending Cash Central Fund

$ 13,302

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United Kingdom

$ 6,810,885

$ 6,633,268

$ 177,617

$ -

Switzerland

4,072,487

3,996,355

76,132

-

United States of America

3,469,608

3,469,608

-

-

Japan

2,799,410

1,432,663

1,366,747

-

Australia

1,817,514

1,817,514

-

-

Germany

1,410,166

1,410,166

-

-

Belgium

1,208,434

1,208,434

-

-

Brazil

1,072,386

1,072,386

-

-

France

1,010,641

1,010,641

-

-

Other

9,891,331

9,891,331

-

-

Investment Companies

352,800

352,800

-

-

Money Market Funds

2,457,002

2,457,002

-

-

Cash Equivalents

685,000

-

685,000

-

Total Investments in Securities:

$ 37,057,664

$ 34,752,168

$ 2,305,496

$ -

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $6,290,360 of which $3,493,858 and $2,796,502 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $2,381,885 and repurchase agreements of $685,000) - See accompanying schedule:

Unaffiliated issuers (cost $29,782,289)

$ 34,600,662

 

Fidelity Central Funds (cost $2,457,002)

2,457,002

 

Total Investments (cost $32,239,291)

 

$ 37,057,664

Cash

677

Foreign currency held at value (cost $212)

212

Receivable for investments sold

253,142

Receivable for fund shares sold

115,106

Dividends receivable

73,680

Distributions receivable from Fidelity Central Funds

943

Receivable from investment adviser for expense reductions

42,846

Other receivables

1,353

Total assets

37,545,623

 

 

 

Liabilities

Payable for investments purchased

$ 442,776

Payable for fund shares redeemed

30,235

Accrued management fee

23,253

Distribution and service plan fees payable

2,473

Other affiliated payables

8,855

Other payables and accrued expenses

54,296

Collateral on securities loaned, at value

2,457,002

Total liabilities

3,018,890

 

 

 

Net Assets

$ 34,526,733

Net Assets consist of:

 

Paid in capital

$ 36,253,596

Undistributed net investment income

237,573

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(6,786,731)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

4,822,295

Net Assets

$ 34,526,733

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($3,083,779 ÷ 367,982 shares)

$ 8.38

 

 

 

Maximum offering price per share (100/94.25 of $8.38)

$ 8.89

Class T:
Net Asset Value
and redemption price per share ($1,033,538 ÷ 123,323 shares)

$ 8.38

 

 

 

Maximum offering price per share (100/96.50 of $8.38)

$ 8.68

Class B:
Net Asset Value
and offering price per share ($581,201 ÷ 69,527 shares)A

$ 8.36

 

 

 

Class C:
Net Asset Value
and offering price per share ($1,260,789 ÷ 151,261 shares)A

$ 8.34

 

 

 

International Growth:
Net Asset Value
, offering price and redemption price per share ($28,454,384 ÷ 3,385,414 shares)

$ 8.40

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($113,042 ÷ 13,455 shares)

$ 8.40

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 637,165

Interest

 

706

Income from Fidelity Central Funds

 

13,302

Income before foreign taxes withheld

 

651,173

Less foreign taxes withheld

 

(47,674)

Total income

 

603,499

 

 

 

Expenses

Management fee
Basic fee

$ 192,364

Performance adjustment

29,103

Transfer agent fees

85,306

Distribution and service plan fees

24,292

Accounting and security lending fees

14,333

Custodian fees and expenses

55,804

Independent trustees' compensation

148

Registration fees

73,332

Audit

62,652

Legal

191

Miscellaneous

300

Total expenses before reductions

537,825

Expense reductions

(178,649)

359,176

Net investment income (loss)

244,323

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

1,690,565

Foreign currency transactions

(561)

Total net realized gain (loss)

 

1,690,004

Change in net unrealized appreciation (depreciation) on:

Investment securities

3,219,080

Assets and liabilities in foreign currencies

2,715

Total change in net unrealized appreciation (depreciation)

 

3,221,795

Net gain (loss)

4,911,799

Net increase (decrease) in net assets resulting from operations

$ 5,156,122

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 244,323

$ 175,103

Net realized gain (loss)

1,690,004

(2,934,897)

Change in net unrealized appreciation (depreciation)

3,221,795

7,705,769

Net increase (decrease) in net assets resulting
from operations

5,156,122

4,945,975

Distributions to shareholders from net investment income

(167,219)

(188,551)

Distributions to shareholders from net realized gain

(78,510)

-

Total distributions

(245,729)

(188,551)

Share transactions - net increase (decrease)

8,231,990

1,563,086

Redemption fees

2,560

3,195

Total increase (decrease) in net assets

13,144,943

6,323,705

 

 

 

Net Assets

Beginning of period

21,381,790

15,058,085

End of period (including undistributed net investment income of $237,573 and undistributed net investment income of $167,884, respectively)

$ 34,526,733

$ 21,381,790

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009

2008 F

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.01

$ 5.46

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) C

  .05

  .05

  .07

Net realized and unrealized gain (loss)

  1.39

  1.55

  (4.61)

Total from investment operations

  1.44

  1.60

  (4.54)

Distributions from net investment income

  (.05)

  (.05)

  -

Distributions from net realized gain

  (.03)

  -

  -

Total distributions

  (.07) I

  (.05)

  -

Redemption fees added to paid in capital C,H

  -

  -

  -

Net asset value, end of period

$ 8.38

$ 7.01

$ 5.46

Total Return A,B

  20.68%

  29.72%

  (45.40)%

Ratios to Average Net Assets D,G

 

 

 

Expenses before reductions

  2.13%

  2.46%

  2.88%

Expenses net of fee waivers, if any

  1.50%

  1.50%

  1.50%

Expenses net of all reductions

  1.48%

  1.47%

  1.48%

Net investment income (loss)

  .74%

  .85%

  .80%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 3,084

$ 1,452

$ 820

Portfolio turnover rate E

  87%

  116%

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F For the period November 1, 2007 (commencement of operations) to October 31, 2008.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

I Total distributions of $.07 per share is comprised of distributions from net investment income of $.046 and distributions from net realized gain of $.025 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,

2010

2009

2008 F

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.00

$ 5.45

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) C

  .04

  .03

  .05

Net realized and unrealized gain (loss)

  1.39

  1.55

  (4.60)

Total from investment operations

  1.43

  1.58

  (4.55)

Distributions from net investment income

  (.02)

  (.03)

  -

Distributions from net realized gain

  (.03)

  -

  -

Total distributions

  (.05)

  (.03)

  -

Redemption fees added to paid in capital C,H

  -

  -

  -

Net asset value, end of period

$ 8.38

$ 7.00

$ 5.45

Total Return A,B

  20.47%

  29.22%

  (45.50)%

Ratios to Average Net Assets D,G

 

 

 

Expenses before reductions

  2.41%

  2.67%

  3.07%

Expenses net of fee waivers, if any

  1.75%

  1.75%

  1.75%

Expenses net of all reductions

  1.73%

  1.73%

  1.73%

Net investment income (loss)

  .49%

  .59%

  .55%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 1,034

$ 532

$ 507

Portfolio turnover rate E

  87%

  116%

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F For the period November 1, 2007 (commencement of operations) to October 31, 2008.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009

2008 F

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 6.98

$ 5.42

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) C

  - H

  .01

  - H

Net realized and unrealized gain (loss)

  1.38

  1.55

  (4.58)

Total from investment operations

  1.38

  1.56

  (4.58)

Redemption fees added to paid in capital C,H

  -

  -

  -

Net asset value, end of period

$ 8.36

$ 6.98

$ 5.42

Total Return A,B

  19.77%

  28.78%

  (45.80)%

Ratios to Average Net Assets D,G

 

 

 

Expenses before reductions

  2.87%

  3.17%

  3.55%

Expenses net of fee waivers, if any

  2.25%

  2.25%

  2.25%

Expenses net of all reductions

  2.23%

  2.23%

  2.23%

Net investment income (loss)

  (.01)%

  .09%

  .05%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 581

$ 328

$ 642

Portfolio turnover rate E

  87%

  116%

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F For the period November 1, 2007 (commencement of operations) to October 31, 2008.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,

2010

2009

2008 F

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 6.98

$ 5.42

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) C

  - H

  .01

  - H

Net realized and unrealized gain (loss)

  1.38

  1.55

  (4.58)

Total from investment operations

  1.38

  1.56

  (4.58)

Distributions from net realized gain

  (.02)

  -

  -

Redemption fees added to paid in capital C,H

  -

  -

  -

Net asset value, end of period

$ 8.34

$ 6.98

$ 5.42

Total Return A,B

  19.82%

  28.78%

  (45.80)%

Ratios to Average Net Assets D,G

 

 

 

Expenses before reductions

  2.89%

  3.21%

  3.52%

Expenses net of fee waivers, if any

  2.25%

  2.25%

  2.25%

Expenses net of all reductions

  2.24%

  2.23%

  2.23%

Net investment income (loss)

  (.01)%

  .09%

  .05%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 1,261

$ 780

$ 684

Portfolio turnover rate E

  87%

  116%

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F For the period November 1, 2007 (commencement of operations) to October 31, 2008.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Growth

Years ended October 31,

2010

2009

2008 E

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.02

$ 5.48

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) B

  .07

  .06

  .09

Net realized and unrealized gain (loss)

  1.39

  1.54

  (4.60)

Total from investment operations

  1.46

  1.60

  (4.51)

Distributions from net investment income

  (.06)

  (.06)

  (.01)

Distributions from net realized gain

  (.03)

  -

  -

Total distributions

  (.08) H

  (.06)

  (.01)

Redemption fees added to paid in capital B,G

  -

  -

  -

Net asset value, end of period

$ 8.40

$ 7.02

$ 5.48

Total Return A

  20.97%

  29.77%

  (45.17)%

Ratios to Average Net Assets C,F

 

 

 

Expenses before reductions

  1.89%

  2.19%

  2.35%

Expenses net of fee waivers, if any

  1.25%

  1.25%

  1.25%

Expenses net of all reductions

  1.23%

  1.23%

  1.23%

Net investment income (loss)

  .99%

  1.09%

  1.05%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 28,454

$ 18,254

$ 11,884

Portfolio turnover rate D

  87%

  116%

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E For the period November 1, 2007 (commencement of operations) to October 31, 2008.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

H Total distributions of $.08 per share is comprised of distributions from net investment income of $.057 and distributions from net realized gain of $.025 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009

2008 E

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 7.02

$ 5.48

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) B

  .07

  .06

  .09

Net realized and unrealized gain (loss)

  1.39

  1.54

  (4.60)

Total from investment operations

  1.46

  1.60

  (4.51)

Distributions from net investment income

  (.06)

  (.06)

  (.01)

Distributions from net realized gain

  (.03)

  -

  -

Total distributions

  (.08) H

  (.06)

  (.01)

Redemption fees added to paid in capital B,G

  -

  -

  -

Net asset value, end of period

$ 8.40

$ 7.02

$ 5.48

Total Return A

  20.97%

  29.77%

  (45.17)%

Ratios to Average Net Assets C,F

 

 

 

Expenses before reductions

  1.92%

  2.01%

  2.56%

Expenses net of fee waivers, if any

  1.25%

  1.25%

  1.25%

Expenses net of all reductions

  1.23%

  1.23%

  1.23%

Net investment income (loss)

  .99%

  1.09%

  1.05%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 113

$ 36

$ 521

Portfolio turnover rate D

  87%

  116%

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E For the period November 1, 2007 (commencement of operations) to October 31, 2008.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

H Total distributions of $.08 per share is comprised of distributions from net investment income of $.057 and distributions from net realized gain of $.025 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity International Growth Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, International Growth and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management

Annual Report

3. Significant Accounting Policies - continued

to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010 is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Security Valuation - continued

observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

ETFs are valued at their last sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day but the exchange reports a closing bid level, ETFs are valued at the closing bid and would be categorized as Level 1 in the hierarchy. In the event there was no closing bid, ETFs may be valued by another method that the Board of Trustees believes reflects fair value in accordance with the Board's fair value pricing policies and may be categorized as Level 2 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), partnerships, capital loss carryforwards and losses deferred due to wash sales.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 5,209,031

Gross unrealized depreciation

(928,317)

Net unrealized appreciation (depreciation)

$ 4,280,714

 

 

Tax Cost

$ 32,776,950

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 278,863

Capital loss carryforward

$ (6,290,360)

Net unrealized appreciation (depreciation)

$ 4,284,636

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 245,729

$ 188,551

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the SEC which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Annual Report

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $31,048,448 and $23,131,685, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of International Growth as compared to an appropriate benchmark index. The Fund's performance adjustment took effect in November 2008. Subsequent months will be added until the performance period includes 36 months. For the period, the total annual management fee rate, including the performance adjustment, was .82% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 5,536

$ 860

Class T

.25%

.25%

3,576

-

Class B

.75%

.25%

4,625

3,483

Class C

.75%

.25%

10,555

3,617

 

 

 

$ 24,292

$ 7,960

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Sales Load - continued

Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 4,989

Class T

569

Class B*

583

Class C*

125

 

$ 6,266

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 7,042

.32

Class T

2,357

.33

Class B

1,462

.31

Class C

3,330

.32

International Growth

70,950

.31

Institutional Class

165

.30

 

$ 85,306

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $380 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $103 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $13,302. During the period, there were no securities loaned to FCM.

Annual Report

Notes to Financial Statements - continued

9. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class A

1.50%

$ 13,958

Class T

1.75%

4,759

Class B

2.25%

2,895

Class C

2.25%

6,772

International Growth

1.25%

145,483

Institutional Class

1.25%

371

 

 

$ 174,238

Effective November 1, 2010 the expense limitations will be changed to 1.45%, 1.70%, 2.20%, 2.20%, 1.20%, and 1.20% for Class A, T, B, C, International Growth, and Institutional, respectively.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $4,411 for the period.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Class A

$ 10,514

$ 7,994

Class T

1,819

2,991

International Growth

154,599

171,473

Institutional Class

287

6,093

Total

$ 167,219

$ 188,551

From net realized gain

 

 

Class A

$ 5,713

$ -

Class T

2,067

-

Class C

2,797

-

International Growth

67,807

-

Institutional Class

126

-

Total

$ 78,510

$ -

Annual Report

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Class A

 

 

 

 

Shares sold

247,866

249,117

$ 1,869,390

$ 1,499,324

Reinvestment of distributions

2,011

1,620

14,999

7,954

Shares redeemed

(88,980)

(193,639)

(650,197)

(1,109,207)

Net increase (decrease)

160,897

57,098

$ 1,234,192

$ 398,071

Class T

 

 

 

 

Shares sold

73,695

78,248

$ 554,529

$ 453,244

Reinvestment of distributions

513

606

3,840

2,982

Shares redeemed

(26,780)

(96,008)

(194,364)

(616,841)

Net increase (decrease)

47,428

(17,154)

$ 364,005

$ (160,615)

Class B

 

 

 

 

Shares sold

37,806

35,907

$ 276,981

$ 202,014

Shares redeemed

(15,339)

(107,260)

(113,063)

(656,068)

Net increase (decrease)

22,467

(71,353)

$ 163,918

$ (454,054)

Class C

 

 

 

 

Shares sold

110,505

147,440

$ 831,229

$ 796,649

Reinvestment of distributions

369

-

2,760

-

Shares redeemed

(71,336)

(161,828)

(504,821)

(850,523)

Net increase (decrease)

39,538

(14,388)

$ 329,168

$ (53,874)

International Growth

 

 

 

 

Shares sold

1,971,246

1,976,158

$ 14,829,454

$ 11,124,182

Reinvestment of distributions

28,518

27,149

212,744

133,303

Shares redeemed

(1,213,664)

(1,574,393)

(8,965,012)

(8,834,160)

Net increase (decrease)

786,100

428,914

$ 6,077,186

$ 2,423,325

Institutional Class

 

 

 

 

Shares sold

11,311

6,125

$ 86,413

$ 37,094

Reinvestment of distributions

55

1,241

412

6,093

Shares redeemed

(3,097)

(97,389)

(23,304)

(632,954)

Net increase (decrease)

8,269

(90,023)

$ 63,521

$ (589,767)

12. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity International Growth Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity International Growth Fund (a fund of Fidelity Investment Trust) at October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity International Growth Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2010 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 15, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Annual Report

Trustees and Officers - continued

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

Annual Report

Trustees and Officers - continued

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-
present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-
present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-
present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-
present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Annual Report

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-
2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-
present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-
present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-
present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-
present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity International Growth Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Institutional Class

12/06/10

12/03/10

$0.057

$0.011

Institutional Class designates 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Institutional Class

12/7/2009

$0.063

$0.0099

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Growth Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against (i) a broad-based securities market index, and (ii) a custom peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. Because the fund had been in existence less than three calendar years, the following chart considered by the Board shows, for the one-year period ended December 31, 2009, the total returns of the retail class and Class B of the fund, the total return of a broad-based securities market index ("benchmark"), and a range of total returns of a custom peer group of mutual funds defined by FMR based on categories assigned by Morningstar, Inc. The returns of the retail class and Class B show the performance of the highest and lowest performing classes, respectively. The box within the chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below the chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated. The fund's custom peer group, defined by FMR, is a peer group that FMR believes provides a more meaningful performance comparison than the peer group assigned by Morningstar, Inc., which assigns mutual funds to categories based on their investment styles as measured by their underlying portfolio holdings.

Annual Report

Fidelity International Growth Fund

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The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class of the fund was in the third quartile for the period shown. The Board also noted that the investment performance of the retail class of the fund compared favorably to its benchmark for the period shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year. The Board noted that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month (or shorter) periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 15% means that 85% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Fidelity International Growth Fund

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The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A and the retail class ranked below its competitive median for 2009, the total expenses of Class B ranked equal to its competitive median for 2009, and the total expenses of each of Class T, Class C, and Institutional Class ranked above its competitive median for 2009. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable, although in some cases above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors (UK) Ltd.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

State Street Bank and Trust Company

Quincy, MA

AIGFI-UANN-1210
1.853341.102

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Fidelity®
International Small Cap
Fund

Annual Report

October 31, 2010

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Managers' review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Life of
class
A

Fidelity® International Small Cap Fund

21.02%

5.82%

17.79%

A From September 18, 2002.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity International Small Cap Fund, a class of the fund, on September 18, 2002, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE® Small Cap Index performed over the same period.

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Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Colin Stone, Noriko Takahashi and Dale Nicholls, Co-Portfolio Managers of Fidelity® International Small Cap Fund: During the year, the fund's Retail Class shares gained 21.02%, topping the 14.31% mark of the MSCI EAFE® (Europe, Australasia, Far East) Small Cap Index. The biggest boost to relative performance came from stock selection in consumer discretionary. Among countries, performance benefited the most from favorable picks in China and Australia as well as a large overweighting and solid picks in Germany. On the negative side, stock selection in industrials significantly dampened the fund's gain. Geographically, stock picking in the United Kingdom and France hampered performance. All three subportfolios solidly beat their respective benchmarks. The Asia-Pacific ex Japan "sub" was boosted by Hong Kong holding Sino Prosper State Gold Resources Holdings, while Australian oil/gas exploration holding AWE detracted. The Europe/Africa/Middle East sub was lifted by Canada's European Goldfields. Connaught - a U.K. provider of housing-related services - curbed results. In the Japanese subportfolio, the top contributor was auto transmission maker Exedy. Conversely, an out-of-benchmark stake in Ibiden, which makes printed circuit boards, hurt.

Note to shareholders: The fund reopened to new accounts on November 10, 2009.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Annual Report

 

Annualized
Expense
Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to October 31, 2010

Class A

1.65%

 

 

 

Actual

 

$ 1,000.00

$ 1,114.00

$ 8.79

HypotheticalA

 

$ 1,000.00

$ 1,016.89

$ 8.39

Class T

1.90%

 

 

 

Actual

 

$ 1,000.00

$ 1,112.10

$ 10.11

HypotheticalA

 

$ 1,000.00

$ 1,015.63

$ 9.65

Class B

2.40%

 

 

 

Actual

 

$ 1,000.00

$ 1,109.90

$ 12.76

HypotheticalA

 

$ 1,000.00

$ 1,013.11

$ 12.18

Class C

2.40%

 

 

 

Actual

 

$ 1,000.00

$ 1,109.60

$ 12.76

HypotheticalA

 

$ 1,000.00

$ 1,013.11

$ 12.18

International Small Cap

1.36%

 

 

 

Actual

 

$ 1,000.00

$ 1,115.60

$ 7.25

HypotheticalA

 

$ 1,000.00

$ 1,018.35

$ 6.92

Institutional Class

1.31%

 

 

 

Actual

 

$ 1,000.00

$ 1,116.20

$ 6.99

HypotheticalA

 

$ 1,000.00

$ 1,018.60

$ 6.67

A 5% return per year before expenses

*Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

elm707

Japan 23.4%

 

elm709

United Kingdom 16.7%

 

elm711

Germany 9.5%

 

elm713

France 8.8%

 

elm715

Australia 7.4%

 

elm717

United States of America 4.2%

 

elm719

Cayman Islands 2.7%

 

elm721

Canada 2.2%

 

elm723

Norway 2.0%

 

elm725

Other 23.1%

 

elm727

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

elm707

Japan 25.6%

 

elm709

United Kingdom 15.7%

 

elm711

Germany 10.7%

 

elm713

France 9.3%

 

elm715

Australia 7.4%

 

elm717

United States of America 3.5%

 

elm719

Netherlands 2.9%

 

elm721

Bermuda 2.4%

 

elm723

Cayman Islands 1.8%

 

elm725

Other 20.7%

 

elm739

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks, Investment Companies and Equity Futures

96.1

96.8

Short-Term Investments and Net Other Assets

3.9

3.2

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

European Goldfields Ltd. (Canada, Metals & Mining)

1.3

0.8

IG Group Holdings PLC (United Kingdom, Diversified Financial Services)

1.2

1.0

SeLoger.com (France, Media)

1.1

1.0

Elekta AB (B Shares) (Sweden, Health Care Equipment & Supplies)

1.1

0.9

Ipsos SA (France, Media)

1.0

0.8

Gemalto NV (Netherlands, Computers & Peripherals)

1.0

1.1

Lanxess AG (Germany, Chemicals)

1.0

0.8

Wacker Chemie AG (Germany, Chemicals)

1.0

0.5

Craneware PLC (United Kingdom, Health Care Technology)

0.9

0.7

Pertama Holdings Ltd. (Singapore, Specialty Retail)

0.8

0.0

 

10.4

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Discretionary

19.2

18.6

Information Technology

16.8

17.0

Industrials

15.1

19.3

Materials

12.8

10.8

Financials

10.5

10.9

Health Care

9.5

9.6

Energy

5.9

5.3

Telecommunication Services

2.1

2.1

Consumer Staples

1.7

1.6

Utilities

0.8

0.9

Annual Report

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 94.4%

Shares

Value

Australia - 7.4%

Allied Gold Ltd. (a)

12,713,939

$ 5,667,121

Allied Gold Ltd. (United Kingdom) (a)

4,914,800

2,145,732

Ausenco Ltd.

305,858

764,066

Austal Ltd.

1,095,023

2,628,211

Australian Worldwide Exploration Ltd. (a)

922,101

1,359,521

BlueScope Steel Ltd.

214,319

418,865

carsales.com Ltd.

151,787

706,316

Centamin Egypt Ltd. (United Kingdom) (a)

1,924,214

5,333,381

Charter Hall Group unit

2,530,982

1,388,507

Discovery Metals Ltd. (a)

875,240

1,007,479

DUET Group

688,657

1,170,505

Goodman Group unit

6,343,283

3,914,944

Industrea Ltd.

2,671,615

1,203,934

Iress Market Technology Ltd.

142,341

1,220,138

Ironbark Zinc Ltd. (a)

2,305,831

564,727

Kingsgate Consolidated NL (d)

99,427

976,959

Lynas Corp. Ltd. (a)

1,537,632

2,206,790

MAp Group unit

226,044

675,404

Medusa Mining Ltd.

239,743

1,308,194

Mineral Deposits Ltd. (a)

5,620,000

6,391,999

Monto Minerals Ltd. (a)

273,551

2,412

Navitas Ltd.

871,259

3,269,016

Northern Iron Ltd. (a)(d)

423,362

638,710

Panaust Ltd. (a)

2,277,343

1,662,094

Ramsay Health Care Ltd.

179,829

2,757,052

realestate.com.au Ltd.

82,531

871,579

SAI Global Ltd.

1,018,293

4,369,360

SomnoMed Ltd. (a)

331,849

334,849

Spark Infrastructure Group unit (f)

1,461,561

1,603,636

Super Cheap Auto Group Ltd.

296,366

1,936,534

Tiger Resources Ltd. (a)

14,407,421

5,151,694

Wotif.com Holdings Ltd.

255,354

1,170,737

TOTAL AUSTRALIA

64,820,466

Bailiwick of Jersey - 0.2%

Renewable Energy Generation Ltd.

1,777,200

1,409,434

Belgium - 0.3%

EVS Broadcast Equipment SA

7,700

483,209

Hansen Transmissions International NV (a)

2,639,400

1,889,813

TOTAL BELGIUM

2,373,022

Common Stocks - continued

Shares

Value

Bermuda - 1.9%

Asia Satellite Telecommunications Holdings Ltd.

271,000

$ 489,469

Asian Citrus Holdings Ltd.

615,000

708,524

Biosensors International Group Ltd. (a)

1,769,000

1,530,773

China Animal Healthcare Ltd.

4,707,000

1,236,483

China LotSynergy Holdings Ltd. (a)

7,324,000

283,464

China Water Affairs Group Ltd.

1,134,000

434,508

Luk Fook Holdings International Ltd.

1,162,000

2,851,313

Man Wah Holdings Ltd.

260,000

364,948

Mingyuan Medicare Development Co. Ltd.

2,870,000

399,884

Noble Group Ltd.

315,272

453,068

Oakley Capital Investments Ltd. (a)

1,285,000

2,655,804

Sihuan Pharmaceutical Holdings Group Ltd.

42,000

30,506

Texwinca Holdings Ltd.

1,402,000

1,530,194

Vtech Holdings Ltd.

349,700

3,638,549

TOTAL BERMUDA

16,607,487

British Virgin Islands - 0.7%

Albidon Ltd. CDI (a)

1,469,000

208,670

Kalahari Energy (a)(h)

1,451,000

15

Playtech Ltd.

845,876

6,067,999

TOTAL BRITISH VIRGIN ISLANDS

6,276,684

Canada - 2.2%

AirSea Lines (a)(h)

1,893,338

26

AirSea Lines warrants 8/4/11 (a)(h)

1,862,300

26

Banro Corp. (a)

637,400

1,874,890

Equinox Minerals Ltd. unit (a)(d)

306,097

1,673,263

European Goldfields Ltd. (a)

854,800

11,549,303

Platmin Ltd. (a)

3,649,900

3,888,712

Rock Well Petroleum, Inc. (a)(h)

770,400

8

Starfield Resources, Inc. (a)

4,328,075

233,399

TOTAL CANADA

19,219,627

Cayman Islands - 2.7%

AirMedia Group, Inc. ADR (a)

28,300

195,553

China Automation Group Ltd.

405,000

316,633

China Dongxiang Group Co. Ltd.

657,000

367,861

China Forestry Holdings Co. Ltd.

814,000

386,456

China Haidian Holdings Ltd.

2,154,000

358,479

China High Precision Automation Group Ltd.

712,000

453,769

China Lilang Ltd.

340,000

531,630

China Metal International Holdings, Inc.

1,036,000

264,639

China Real Estate Information Corp. ADR (d)

65,100

645,141

Common Stocks - continued

Shares

Value

Cayman Islands - continued

CNinsure, Inc. ADR (d)

31,900

$ 819,830

Ctrip.com International Ltd. sponsored ADR (a)

39,300

2,046,351

Daphne International Holdings Ltd.

1,392,000

1,555,197

EVA Precision Industrial Holdings Ltd.

5,562,000

4,613,922

Fook Woo Group Holdings Ltd.

1,099,000

388,487

Global Dairy Holdings Ltd.

197,000

97,849

Global Education & Technology Group Ltd. ADR (a)

3,300

32,769

Hengdeli Holdings Ltd.

1,124,000

623,538

Kingdee International Software Group Co. Ltd.

1,406,000

741,886

Little Sheep Group Ltd.

614,000

400,026

Maoye International Holdings Ltd.

938,000

404,183

Marwyn Value Investors II Ltd. (a)

1,846,800

2,515,023

Neo-Neon Holdings Ltd.

804,000

489,583

Orchid Developments Group Ltd. (a)

1,211,000

523,855

PCD Stores Group Ltd.

1,046,000

337,365

Perfect World Co. Ltd. sponsored ADR Class B (a)

28,400

920,160

Sino-Life Group Ltd. (a)

2,608,000

306,180

TAL Education Group ADR (a)

6,600

117,480

TPK Holdings Co.

2,000

33,001

VST Holdings Ltd. (a)

1,582,000

404,110

Xingda International Holdings Ltd.

1,656,000

1,728,372

Yip's Chemical Holdings Ltd.

592,000

704,175

TOTAL CAYMAN ISLANDS

23,323,503

China - 1.5%

51job, Inc. sponsored ADR (a)

12,800

577,024

AMVIG Holdings Ltd.

764,000

620,958

Baidu.com, Inc. sponsored ADR (a)

9,200

1,012,092

China Metal Recycling (Holdings) Ltd.

333,600

371,420

Dalian Port (PDA) Co. Ltd. (H Shares)

1,786,000

771,888

Digital China Holdings Ltd. (H Shares)

239,000

431,672

Focus Media Holding Ltd. ADR (a)(d)

15,300

378,675

Global Bio-Chem Technology Group Co. Ltd. (a)

2,672,800

434,475

Harbin Power Equipment Co. Ltd. (H Shares)

492,000

662,665

Minth Group Ltd.

596,000

1,114,917

People's Food Holdings Ltd.

992,000

536,506

Royale Furniture Holdings Ltd.

1,854,000

676,900

Sino Prosper State Gold Resources Holdings, Ltd. (a)

74,820,000

3,764,528

Weiqiao Textile Co. Ltd. (H Shares)

2,055,500

1,620,268

Zhaojin Mining Industry Co. Ltd. (H Shares)

58,500

181,887

TOTAL CHINA

13,155,875

Common Stocks - continued

Shares

Value

Cyprus - 0.8%

Buried Hill Energy (Cyprus) PCL (a)(h)

1,947,000

$ 4,867,500

Mirland Development Corp. PLC (a)

781,900

2,242,371

TOTAL CYPRUS

7,109,871

Denmark - 0.9%

DSV de Sammensluttede Vognmaend AS

250,000

5,122,129

Pandora A/S

52,300

2,537,366

William Demant Holding AS (a)

200

14,991

TOTAL DENMARK

7,674,486

France - 8.8%

Altamir Amboise (a)

544,400

4,264,755

ALTEN

114,000

3,806,214

Audika SA

113,113

2,762,214

Compagnie Generale de Geophysique SA (a)

188,400

4,399,670

Delachaux SA

80,541

6,569,472

Devoteam SA

38,800

1,071,667

Faiveley Transport

50,672

4,283,334

Iliad Group SA

46,742

5,261,668

Ipsos SA

184,600

8,875,855

Laurent-Perrier Group

20,860

2,350,787

LeGuide.com SA (a)

85,800

3,261,637

Maisons France Confort (d)

89,444

3,895,500

Meetic

187,600

5,599,223

Sartorius Stedim Biotech

53,700

2,464,294

SeLoger.com

198,800

9,985,991

Sopra Group SA

37,800

3,146,867

SR Teleperformance SA

131,700

4,152,535

Trigano SA (a)

22,591

581,534

TOTAL FRANCE

76,733,217

Germany - 9.3%

CENTROTEC Sustainable AG (a)

131,581

3,097,855

CTS Eventim AG

111,908

6,315,776

Delticom AG

70,400

5,612,998

Drillisch AG

679,100

5,802,838

ElringKlinger AG

184,000

6,130,562

Freenet AG

164,700

2,086,839

GFK AG

142,601

6,020,128

HeidelbergCement AG

119,666

6,258,250

KROMI Logistik AG

118,100

1,331,075

Lanxess AG

121,885

8,479,844

Rational AG (d)

15,920

3,557,593

Common Stocks - continued

Shares

Value

Germany - continued

SMA Solar Technology AG (d)

31,200

$ 3,681,443

STRATEC Biomedical Systems AG

77,910

2,931,891

Tom Tailor Holding AG

204,300

4,335,167

United Internet AG

390,613

6,997,800

Wacker Chemie AG

40,000

8,251,299

TOTAL GERMANY

80,891,358

Greece - 0.2%

Babis Vovos International Technical SA (a)

149,200

506,555

Jumbo SA

161,000

1,238,850

TOTAL GREECE

1,745,405

Hong Kong - 1.0%

Dah Sing Financial Holdings Ltd.

102,400

710,740

GZI Transport Ltd.

950,000

495,146

I.T Ltd.

2,064,000

1,741,469

Magnificent Estates Ltd.

18,070,000

582,809

REXCAPITAL Financial Holdings Ltd.

4,600,000

427,286

Singamas Container Holdings Ltd. (a)

3,966,000

895,404

Techtronic Industries Co. Ltd.

3,251,000

3,292,417

Tian An China Investments Co. Ltd.

669,000

516,989

TOTAL HONG KONG

8,662,260

Iceland - 0.7%

Ossur hf (a)

3,457,100

6,515,406

India - 0.2%

Educomp Solutions Ltd.

24,874

308,898

Geodesic Ltd.

256,340

676,055

Grasim Industries Ltd.

6,876

361,522

Indian Overseas Bank

110,621

398,810

The Jammu & Kashmir Bank Ltd.

14,265

293,008

TOTAL INDIA

2,038,293

Indonesia - 0.4%

AKR Corporindo Tbk PT

5,225,000

882,768

PT Ciputra Development Tbk (a)

12,376,500

581,608

PT Lippo Karawaci Tbk

9,290,500

644,487

PT Mayora Indah Tbk

372,500

502,223

PT Mitra Adiperkasa Tbk

1,436,000

409,711

PT Tower Bersama Infrastructure Tbk

402,500

114,839

TOTAL INDONESIA

3,135,636

Common Stocks - continued

Shares

Value

Ireland - 0.9%

James Hardie Industries NV unit (a)

132,009

$ 697,049

Kenmare Resources PLC (a)

14,887,700

4,627,352

Petroceltic International PLC (a)

11,142,200

2,008,291

Petroneft Resources PLC (a)

952,400

715,617

Vimio PLC (a)

867,300

14

TOTAL IRELAND

8,048,323

Isle of Man - 1.5%

Exillon Energy PLC

1,511,200

6,343,463

IBS Group Holding Ltd. GDR (Reg. S) (a)

317,700

7,028,812

TOTAL ISLE OF MAN

13,372,275

Italy - 0.8%

Seldovia Native Association, Inc. (SNAI) (a)

209,590

831,157

Tod's SpA

60,255

5,841,260

TOTAL ITALY

6,672,417

Japan - 23.4%

ABC-Mart, Inc.

50,700

1,724,443

Air Water, Inc.

190,000

2,217,099

Aozora Bank Ltd.

1,390,000

2,331,925

AQ Interactive, Inc. (d)

705

876,979

ARCS Co. Ltd.

133,600

1,731,637

Arnest One Corp.

44,100

466,374

Asahi Co. Ltd.

58,000

857,711

Asahi Intecc Co. Ltd.

262,100

4,390,590

ASKUL Corp.

96,000

1,994,681

Bank of Kyoto Ltd.

231,000

2,066,857

Cellseed, Inc. (d)

11,700

104,976

Central Glass Co. Ltd.

248,000

1,069,417

Chiba Bank Ltd.

325,000

2,006,499

Chiyoda Corp.

318,000

2,634,174

Cosmos Pharmaceutical Corp.

27,200

856,190

Create SD Holdings Co. Ltd.

48,200

1,051,212

Credit Saison Co. Ltd.

173,200

2,456,617

Culture Convenience Club Co. Ltd. (d)

175,100

778,996

CyberAgent, Inc. (d)

2,722

4,522,572

Dai-ichi Seiko Co. Ltd. (d)

56,700

2,783,211

Daihen Corp.

456,000

2,057,015

Digital Garage, Inc.

994

1,731,811

Don Quijote Co. Ltd.

77,900

2,128,770

Ebara Corp. (a)

559,000

2,393,964

EPS Co. Ltd. (d)

742

1,825,724

Common Stocks - continued

Shares

Value

Japan - continued

Exedy Corp.

147,000

$ 4,599,801

Ferrotec Corp.

145,900

1,620,910

FreeBit Co., Ltd. (d)

358

742,960

Fuji Oil Co. Ltd.

191,400

2,751,955

Furuya Metal Co. Ltd.

33,400

2,108,512

Glory Ltd.

25,900

571,300

GREE, Inc. (d)

212,000

2,676,674

Hoshizaki Electric Co. Ltd.

62,400

1,229,855

Ibiden Co. Ltd.

97,300

2,396,528

Isetan Mitsukoshi Holdings Ltd.

170,800

1,884,573

Japan Steel Works Ltd.

110,000

1,049,519

JP-Holdings, Inc.

91,600

1,871,386

JTEKT Corp.

159,200

1,595,028

Kandenko Co. Ltd.

243,000

1,416,267

Kenedix Realty Investment Corp.

573

2,275,053

Kimoto Co. Ltd.

228,600

1,693,123

KOMERI Co. Ltd.

66,600

1,385,465

Kuraray Co. Ltd.

283,500

4,060,360

Maeda Corp.

319,000

864,198

Makino Milling Machine Co. Ltd. (a)

302,000

2,079,135

Marui Group Co. Ltd.

175,800

1,381,481

Maruwa Ceramic Co. Ltd.

77,000

1,863,999

McDonald's Holdings Co. (Japan) Ltd.

122,500

3,110,072

Meiko Electronics Co. Ltd.

96,300

1,793,882

Message Co. Ltd.

1,629

4,149,932

Micronics Japan Co. Ltd.

60,500

488,691

Minebea Ltd.

381,000

2,092,244

Mitsubishi UFJ Lease & Finance Co. Ltd.

96,270

3,220,565

Mitsumi Electric Co. Ltd.

104,800

1,781,933

mixi, Inc. (d)

355

2,064,620

Nabtesco Corp.

238,200

4,218,156

Nichi-iko Pharmaceutical Co. Ltd.

32,900

1,160,311

Nichicon Corp.

89,200

995,422

Nihon M&A Center, Inc. (d)

426

1,540,524

Nippon Ceramic Co. Ltd.

27,700

468,150

Nippon Denko Co. Ltd.

109,000

808,662

Nippon Shinyaku Co. Ltd.

208,000

2,946,688

Nomura Real Estate Holdings, Inc.

77,500

1,189,418

Nomura Real Estate Residential Fund, Inc.

400

1,946,067

NTT Urban Development Co.

1,081

991,398

Osaka Securities Exchange Co. Ltd.

154

775,071

OSAKA Titanium technologies Co. Ltd. (d)

48,800

2,286,268

Common Stocks - continued

Shares

Value

Japan - continued

Otsuka Corp.

54,900

$ 3,486,256

Pigeon Corp.

45,900

1,366,676

Rensas Electronics Corp. (a)(d)

312,700

2,350,982

Riso Kagaku Corp.

147,700

2,011,671

Rohto Pharmaceutical Co. Ltd.

196,000

2,428,383

Sanken Electric Co. Ltd. (a)

138,000

493,898

Sankyu, Inc.

264,000

1,108,885

Santen Pharmaceutical Co. Ltd.

78,600

2,713,443

Sawada Holdings Co. Ltd. (a)

214,800

1,321,312

Sekisui Chemical Co. Ltd.

303,000

1,927,874

Shimadzu Corp.

426,000

3,202,808

Shimamura Co. Ltd.

29,400

2,820,529

Shin-Kobe Electric Machinery Co. Ltd. (d)

244,000

2,498,521

Shindengen Electric Co. Ltd. (a)

155,000

624,083

Shizuoka Gas Co. Ltd.

88,000

516,168

SHO-BOND Holdings Co. Ltd.

132,500

2,835,404

Simplex Holdings, Inc.

1,189

542,268

So-net M3, Inc. (d)

227

1,038,101

Sony Financial Holdings, Inc.

843

2,933,267

SRI Sports Ltd.

1,276

1,389,059

Start Today Co. Ltd.

435

1,353,057

Stella Chemifa Corp.

9,500

409,656

Sumitomo Osaka Cement Co. Ltd.

789,000

1,529,060

Sumitomo Trust & Banking Co. Ltd.

577,000

3,150,307

Sysmex Corp.

20,300

1,392,519

SystemPro Co. Ltd. (d)

1,445

1,136,678

Taisho Pharmaceutical Co. Ltd.

75,000

1,576,985

Takata Corp.

92,600

2,273,861

Takeei Corp.

67,900

658,158

The Suruga Bank Ltd.

221,000

1,993,861

Toho Co. Ltd.

109,300

1,689,347

Tokyu Livable, Inc.

271,300

3,128,699

Toto Ltd. (d)

474,000

3,149,173

Towa Corp. (a)

297,200

1,968,530

Toyo Tanso Co. Ltd. (d)

42,500

2,437,399

Toyota Boshoku Corp.

37,100

628,860

Ulvac, Inc.

96,100

1,938,242

Yamatake Corp.

165,800

4,036,314

Yamato Kogyo Co. Ltd.

80,000

2,051,945

Yokohama Rubber Co. Ltd.

367,000

1,834,507

TOTAL JAPAN

203,152,346

Common Stocks - continued

Shares

Value

Korea (South) - 0.8%

Daou Technology, Inc.

197,150

$ 1,577,901

Hyosung Corp.

6,493

721,765

Interpark Corp. (a)

75,279

298,572

KC Tech Co. Ltd.

126,140

682,020

Lock & Lock Co. Ltd.

19,170

634,170

MNTECH Co. Ltd.

76,840

755,075

Power Logics Co. Ltd. (a)

57,033

442,266

Sodiff Advanced Materials Co. Ltd.

3,940

358,787

The Basic House Co. Ltd. (a)

66,650

1,345,447

TK Corp. (a)

17,649

407,285

TOTAL KOREA (SOUTH)

7,223,288

Luxembourg - 0.3%

GlobeOp Financial Services SA

594,385

2,906,877

Malaysia - 0.3%

JobStreet Corp. Bhd

1,223,100

1,045,788

Lion Industries Corp. Bhd

808,200

514,380

Masterskill Education Group Bhd

478,400

444,415

Top Glove Corp. Bhd

222,000

392,478

TOTAL MALAYSIA

2,397,061

Netherlands - 1.8%

Gemalto NV

190,440

8,670,399

SMARTRAC NV (a)

104,600

2,899,270

Wavin NV (a)

273,912

3,778,571

TOTAL NETHERLANDS

15,348,240

Norway - 2.0%

Aker Solutions ASA

339,300

5,165,388

Renewable Energy Corp. ASA (a)(d)

1,111,942

3,870,628

Schibsted ASA (B Shares)

221,000

6,072,568

Sevan Marine ASA (a)

2,000,000

2,694,861

TOTAL NORWAY

17,803,445

Philippines - 0.1%

Alliance Global Group, Inc.

2,595,000

685,951

Singapore - 1.8%

CSE Global Ltd.

1,069,000

875,485

Goodpack Ltd.

1,569,000

2,472,966

Hyflux Ltd.

398,000

968,632

Mapletree Industrial (REIT) (a)

207,000

171,127

Oceanus Group Ltd. (a)

2,071,000

512,030

Common Stocks - continued

Shares

Value

Singapore - continued

Pertama Holdings Ltd. (e)

21,312,000

$ 7,080,399

Petra Foods Ltd.

279,000

344,897

Raffles Medical Group Ltd.

431,000

725,937

Straits Asia Resources Ltd.

739,000

1,307,510

Yanlord Land Group Ltd.

608,000

807,973

TOTAL SINGAPORE

15,266,956

South Africa - 0.6%

Blue Label Telecoms Ltd.

4,787,200

4,920,427

Spain - 0.3%

Obrascon Huarte Lain SA

73,400

2,401,133

Sweden - 1.5%

Elekta AB (B Shares)

252,800

9,564,751

Modern Times Group MTG AB (B Shares)

44,100

3,162,163

XCounter AB (a)

1,108,000

48,818

TOTAL SWEDEN

12,775,732

Switzerland - 1.9%

Bank Sarasin & Co. Ltd. Series B (Reg.)

18,166

664,373

Basilea Pharmaceutica AG (a)

9,770

684,848

Lonza Group AG

58,029

5,078,680

Panalpina Welttransport Holding AG (a)

42,760

5,338,756

VZ Holding AG

42,690

4,532,031

TOTAL SWITZERLAND

16,298,688

United Kingdom - 16.7%

Abcam PLC

196,100

5,403,924

Ashmore Group PLC

1,109,700

6,804,046

Asset Realisation Co. PLC (a)

340,000

5

Aurelian Oil & Gas PLC (a)

3,923,800

3,834,775

Avanti Communications Group PLC (a)

403,000

3,796,519

Aveva Group PLC

188,500

4,499,879

Blinkx PLC (a)(d)

1,303,000

1,826,651

Bond International Software PLC

617,066

598,123

Borders & Southern Petroleum PLC (a)

698,500

783,371

Cadogan Petroleum PLC (a)

1,406,300

439,355

Central Asia Metals PLC (a)

1,464,000

2,023,035

Centurion Electronics PLC (a)(e)

748,299

12

Ceres Power Holdings PLC (a)(d)

406,200

532,024

China Goldmines PLC (a)

669,353

257,377

Connaught PLC

429,800

7

Conygar Investment Co. PLC (a)

2,333,700

3,916,537

Common Stocks - continued

Shares

Value

United Kingdom - continued

Cove Energy PLC (a)

2,629,300

$ 3,190,994

Craneware PLC

877,400

8,244,585

DTZ Holdings PLC (a)

1,804,400

1,315,368

EMIS Group PLC

382,345

2,603,440

European Nickel PLC (a)

2,276,950

1,386,246

Faroe Petroleum PLC (a)

458,447

1,432,277

GoIndustry-DoveBid PLC (a)

22,589

32,029

Hays PLC

2,007,843

3,554,637

Icap PLC

514,900

3,763,408

Ideal Shopping Direct PLC

234,592

719,756

IG Group Holdings PLC

1,264,300

10,705,287

Inchcape PLC (a)

778,720

4,350,473

Jubilee Platinum PLC (a)

2,729,847

1,366,758

Keronite PLC (a)(h)

13,620,267

218

Melrose Resources PLC

266,200

1,385,247

Moneysupermarket.com Group PLC

1,822,600

2,441,186

Monitise PLC (a)

4,154,500

1,397,788

Mothercare PLC

501,800

4,224,804

NCC Group Ltd.

228,315

1,755,815

Northgate PLC (a)

493,500

1,937,120

Ocado Group PLC (a)(d)

1,125,700

2,519,546

Pureprofile Media PLC (a)(h)

1,108,572

444,025

Redhall Group PLC

519,600

1,057,246

Regenersis PLC (a)

1,367,300

1,106,263

Rockhopper Exploration PLC (a)(i)

654,100

3,337,773

Royalblue Group PLC

197,842

5,071,561

SDL PLC (a)

691,862

6,661,885

Serco Group PLC

447,430

4,401,459

SIG PLC (a)

1,479,300

2,690,019

Silverdell PLC (a)

4,958,000

615,618

Sinclair Pharma PLC (a)

4,246,949

1,837,147

Sphere Medical Holding PLC (a)(h)

555,599

1,513,260

SR Pharma PLC (a)

5,388,700

837,450

Sthree PLC

541,709

2,542,944

Synergy Health PLC

274,953

3,464,658

Ted Baker PLC

293,100

2,887,980

TMO Biotec (a)(h)

1,000,000

400,538

Travis Perkins PLC

248,700

3,301,197

Valiant Petroleum PLC (a)

156,200

1,485,268

Wellstream Holdings PLC

434,600

5,152,578

Common Stocks - continued

Shares

Value

United Kingdom - continued

Xchanging PLC

1,521,100

$ 3,165,702

Zenergy Power PLC (a)

855,520

387,215

TOTAL UNITED KINGDOM

145,404,408

United States of America - 0.5%

CTC Media, Inc.

183,400

4,328,240

Mudalla Technology, Inc. (a)

996,527

16

XL TechGroup, Inc. (a)

1,329,250

21

TOTAL UNITED STATES OF AMERICA

4,328,277

TOTAL COMMON STOCKS

(Cost $718,968,030)

820,697,874

Investment Companies - 0.0%

 

 

 

 

Bailiwick of Guernsey - 0.0%

Brookwell Ltd. Class A
(Cost $621,868)

213,047

110,933

Government Obligations - 0.2%

 

Principal Amount (j)

 

Germany - 0.2%

German Federal Republic 0.2535% to 0.6185% 11/24/10 to 2/9/11 (g)
(Cost $1,499,792)

EUR

1,100,000

1,529,062

Money Market Funds - 8.4%

Shares

 

Fidelity Cash Central Fund, 0.23% (b)

46,383,073

46,383,073

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

26,860,023

26,860,023

TOTAL MONEY MARKET FUNDS

(Cost $73,243,096)

73,243,096

TOTAL INVESTMENT PORTFOLIO - 103.0%

(Cost $794,332,786)

895,580,965

NET OTHER ASSETS (LIABILITIES) - (3.0)%

(26,101,299)

NET ASSETS - 100%

$ 869,479,666

Futures Contracts

Expiration Date

Underlying
Face Amount
at Value

Unrealized
Appreciation/
(Depreciation)

Purchased

Equity Index Contracts

366 Dow Jones Euro Stoxx 50 Index Contracts (Germany)

Dec. 2010

$ 14,458,195

$ 53,183

 

The face value of futures purchased as a percentage of net assets is 1.7%

Currency Abbreviations

EUR

-

European Monetary Unit

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Affiliated company

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $1,603,636 or 0.2% of net assets.

(g) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At the period end, the value of securities pledged amounted to $236,310.

(h) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $7,225,615 or 0.8% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost

AirSea Lines

8/4/06

$ 931,150

AirSea Lines warrants 8/4/11

8/4/06

$ 2

Buried Hill Energy (Cyprus) PCL

8/18/06

$ 2,141,700

Kalahari Energy

9/1/06

$ 1,813,750

Keronite PLC

8/16/06

$ 817,216

Pureprofile Media PLC

5/3/05 - 1/11/06

$ 640,000

Rock Well Petroleum, Inc.

4/13/06

$ 1,155,600

Sphere Medical Holding PLC

8/27/08 - 3/16/10

$ 944,518

TMO Biotec

10/27/05

$ 300,000

(i) Security or a portion of the security purchased on a delayed delivery or when-issued basis.

(j) Principal amount is stated in United States dollars unless otherwise noted.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 50,101

Fidelity Securities Lending Cash Central Fund

829,746

Total

$ 879,847

Other Affiliated Issuers

An affiliated company is a company in which the Fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliates

Value,
beginning
of period

Purchases

Sales
Proceeds

Dividend
Income

Value,
end
of period

Brookwell Ltd. Class A

$ 1,078,606

$ -

$ 724,601

$ -

$ -

Centurion Electronics PLC

12

-

-

-

12

Pertama Holdings Ltd.

-

5,470,243

107,724

659,049

7,080,399

Total

$ 1,078,618

$ 5,470,243

$ 832,325

$ 659,049

$ 7,080,411

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Japan

$ 203,152,346

$ 168,463,560

$ 34,688,786

$ -

United Kingdom

145,404,408

142,756,937

32,029

2,615,442

Germany

80,891,358

80,891,358

-

-

France

76,733,217

72,333,547

4,399,670

-

Australia

64,820,466

64,820,466

-

-

Cayman Islands

23,323,503

22,799,648

-

523,855

Canada

19,219,627

19,219,567

-

60

Norway

17,803,445

17,803,445

-

-

Bermuda

16,607,487

16,607,487

-

-

Sweden

12,775,732

12,726,914

-

48,818

Ireland

8,048,323

8,048,309

-

14

Cyprus

7,109,871

2,242,371

-

4,867,500

British Virgin Islands

6,276,684

6,276,669

-

15

United States of America

4,328,277

4,328,240

-

37

Other

134,203,130

133,841,608

361,522

-

Investment Companies

110,933

-

-

110,933

Government Obligations

1,529,062

-

1,529,062

-

Money Market Funds

73,243,096

73,243,096

-

-

Total Investments in Securities:

$ 895,580,965

$ 846,403,222

$ 41,011,069

$ 8,166,674

Derivative Instruments:

Assets

Futures Contracts

$ 53,183

$ 53,183

$ -

$ -

Other Information - continued

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Investments in Securities:

Beginning Balance

$ 8,316,240

Total Realized Gain (Loss)

(8,917,345)

Total Unrealized Gain (Loss)

4,243,114

Cost of Purchases

1,804,796

Proceeds of Sales

(1,263,414)

Amortization/Accretion

-

Transfers in to Level 3

5,146,203

Transfers out of Level 3

(1,162,920)

Ending Balance

$ 8,166,674

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at October 31, 2010

$ 777,510

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by risk exposure as of October 31, 2010. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Risk Exposure /
Derivative Type

Value

 

Asset

Liability

Equity Risk

Futures Contracts (a)

$ 53,183

$ -

(a) Reflects cumulative appreciation/(depreciation) on futures contracts as disclosed on the Schedule of Investments. Only the period end variation margin is separately disclosed on the Statement of Assets and Liabilities.

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $78,127,356 all of which will expire on October 31, 2017. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $25,207,989) - See accompanying schedule:

Unaffiliated issuers (cost $715,388,858)

$ 815,257,458

 

Fidelity Central Funds (cost $73,243,096)

73,243,096

 

Other affiliated issuers (cost $5,700,832)

7,080,411

 

Total Investments (cost $794,332,786)

 

$ 895,580,965

Cash

2

Foreign currency held at value (cost $70,040)

70,287

Receivable for investments sold

2,674,189

Receivable for fund shares sold

2,467,902

Dividends receivable

2,081,418

Distributions receivable from Fidelity Central Funds

90,243

Receivable for daily variation on futures contracts

5,554

Other receivables

142,637

Total assets

903,113,197

 

 

 

Liabilities

Payable for investments purchased

Regular delivery

$ 1,182,254

 

Delayed delivery

1,689,050

 

Payable for fund shares redeemed

2,886,835

Accrued management fee

652,945

Distribution and service plan fees payable

24,970

Other affiliated payables

211,160

Other payables and accrued expenses

126,294

Collateral on securities loaned, at value

26,860,023

Total liabilities

33,633,531

 

 

 

Net Assets

$ 869,479,666

Net Assets consist of:

 

Paid in capital

$ 851,358,414

Undistributed net investment income

2,441,101

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(85,653,683)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

101,333,834

Net Assets

$ 869,479,666

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share
($19,720,315 ÷ 965,882 shares)

$ 20.42

 

 

 

Maximum offering price per share (100/94.25 of $20.42)

$ 21.67

Class T:
Net Asset Value
and redemption price per share ($16,092,042 ÷ 795,270 shares)

$ 20.23

 

 

 

Maximum offering price per share (100/96.50 of $20.23)

$ 20.96

Class B:
Net Asset Value
and offering price per share ($3,457,061 ÷ 174,710 shares)A

$ 19.79

 

 

 

Class C:
Net Asset Value
and offering price per share ($13,501,307 ÷ 680,118 shares)A

$ 19.85

 

 

 

International Small Cap:
Net Asset Value
, offering price and redemption price per share ($808,478,028 ÷ 39,124,218 shares)

$ 20.66

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($8,230,913 ÷ 398,399 shares)

$ 20.66

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Operations

  

Year ended October 31, 2010

Investment Income

  

  

Dividends (including $659,049 earned from other affiliated issuers)

 

$ 13,399,968

Interest

 

2,449

Income from Fidelity Central Funds (including $829,746 from security lending)

 

879,847

Income before foreign taxes withheld

 

14,282,264

Less foreign taxes withheld

 

(840,519)

Total income

 

13,441,745

 

 

 

Expenses

Management fee
Basic fee

$ 6,469,279

Performance adjustment

1,311,370

Transfer agent fees

2,167,890

Distribution and service plan fees

254,737

Accounting and security lending fees

371,480

Custodian fees and expenses

294,480

Independent trustees' compensation

4,208

Registration fees

88,212

Audit

141,668

Legal

3,656

Miscellaneous

10,051

Total expenses before reductions

11,117,031

Expense reductions

(199,347)

10,917,684

Net investment income (loss)

2,524,061

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $39,190)

48,923,650

Other affiliated issuers

(1,945,619)

 

Foreign currency transactions

7,621

Futures contracts

(1,268,507)

Capital gain distributions from Fidelity Central Funds

1,843

 

Total net realized gain (loss)

 

45,718,988

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $17,326)

97,289,267

Assets and liabilities in foreign currencies

34,009

Futures contracts

53,183

Total change in net unrealized appreciation (depreciation)

 

97,376,459

Net gain (loss)

143,095,447

Net increase (decrease) in net assets resulting from operations

$ 145,619,508

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 2,524,061

$ 3,237,964

Net realized gain (loss)

45,718,988

(79,176,066)

Change in net unrealized appreciation (depreciation)

97,376,459

297,287,070

Net increase (decrease) in net assets resulting from operations

145,619,508

221,348,968

Distributions to shareholders from net investment income

(3,368,409)

-

Distributions to shareholders from net realized gain

(14,323,742)

-

Total distributions

(17,692,151)

-

Share transactions - net increase (decrease)

26,936,768

(81,370,441)

Redemption fees

118,859

67,796

Total increase (decrease) in net assets

154,982,984

140,046,323

 

 

 

Net Assets

Beginning of period

714,496,682

574,450,359

End of period (including undistributed net investment income of $2,441,101 and undistributed net investment income of $3,237,964, respectively)

$ 869,479,666

$ 714,496,682

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 17.28

$ 11.91

$ 31.14

$ 28.79

$ 26.69

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .03

  .06

  - H

  .03

  (.02)

Net realized and unrealized gain (loss)

  3.51

  5.31

  (14.03)

  7.97

  5.05

Total from investment operations

  3.54

  5.37

  (14.03)

  8.00

  5.03

Distributions from net investment income

  (.06)

  -

  (.03)

  -

  (.05)

Distributions from net realized gain

  (.34)

  -

  (5.18)

  (5.65)

  (2.89)

Total distributions

  (.40)

  -

  (5.20) I

  (5.65)

  (2.94)

Redemption fees added to paid in capital C

  - H

  - H

  - H

  - H

  .01

Net asset value, end of period

$ 20.42

$ 17.28

$ 11.91

$ 31.14

$ 28.79

Total Return A,B

  20.85%

  45.09%

  (53.35)%

  33.43%

  20.22%

Ratios to Average Net Assets D,G

 

 

 

 

 

Expenses before reductions

  1.71%

  1.75%

  1.82%

  1.53%

  1.64%

Expenses net of fee waivers, if any

  1.65%

  1.65%

  1.65%

  1.53%

  1.64%

Expenses net of all reductions

  1.63%

  1.62%

  1.60%

  1.49%

  1.58%

Net investment income (loss)

  .16%

  .41%

  -% F

  .10%

  (.08)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 19,720

$ 17,590

$ 13,561

$ 38,585

$ 36,701

Portfolio turnover rate E

  66%

  81%

  113%

  70%

  84%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Amount represents less than .01%.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

I Total distributions of $5.20 per share is comprised of distributions from net investment income of $.026 and distributions from net realized gain of $5.176 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 17.14

$ 11.84

$ 30.96

$ 28.64

$ 26.57

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  (.02)

  .02

  (.05)

  (.04)

  (.09)

Net realized and unrealized gain (loss)

  3.47

  5.28

  (13.95)

  7.93

  5.03

Total from investment operations

  3.45

  5.30

  (14.00)

  7.89

  4.94

Distributions from net investment income

  (.02)

  -

  -

  -

  -

Distributions from net realized gain

  (.34)

  -

  (5.12)

  (5.57)

  (2.88)

Total distributions

  (.36)

  -

  (5.12)

  (5.57)

  (2.88)

Redemption fees added to paid in capital C

  - G

  - G

  - G

  - G

  .01

Net asset value, end of period

$ 20.23

$ 17.14

$ 11.84

$ 30.96

$ 28.64

Total Return A,B

  20.46%

  44.76%

  (53.46)%

  33.07%

  19.93%

Ratios to Average Net Assets D,F

 

 

 

 

 

Expenses before reductions

  1.97%

  2.00%

  2.07%

  1.77%

  1.89%

Expenses net of fee waivers, if any

  1.90%

  1.90%

  1.90%

  1.77%

  1.89%

Expenses net of all reductions

  1.88%

  1.86%

  1.86%

  1.73%

  1.83%

Net investment income (loss)

  (.09)%

  .16%

  (.25)%

  (.14)%

  (.32)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 16,092

$ 15,760

$ 13,493

$ 40,823

$ 41,982

Portfolio turnover rate E

  66%

  81%

  113%

  70%

  84%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 16.78

$ 11.65

$ 30.49

$ 28.26

$ 26.24

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)C

  (.10)

  (.04)

  (.16)

  (.18)

  (.24)

Net realized and unrealized gain (loss)

  3.39

  5.17

  (13.73)

  7.82

  4.98

Total from investment operations

  3.29

  5.13

  (13.89)

  7.64

  4.74

Distributions from net realized gain

  (.28)

  -

  (4.95)

  (5.41)

  (2.73)

Redemption fees added to paid in capitalC

  - G

  - G

  - G

  - G

  .01

Net asset value, end of period

$ 19.79

$ 16.78

$ 11.65

$ 30.49

$ 28.26

Total Return A,B

  19.90%

  44.03%

  (53.68)%

  32.38%

  19.28%

Ratios to Average Net Assets D,F

 

 

 

 

 

Expenses before reductions

  2.47%

  2.49%

  2.58%

  2.30%

  2.48%

Expenses net of fee waivers, if any

  2.40%

  2.40%

  2.40%

  2.30%

  2.40%

Expenses net of all reductions

  2.38%

  2.36%

  2.36%

  2.26%

  2.34%

Net investment income (loss)

  (.59)%

  (.33)%

  (.75)%

  (.66)%

  (.84)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 3,457

$ 3,601

$ 3,230

$ 10,704

$ 11,354

Portfolio turnover rate E

  66%

  81%

  113%

  70%

  84%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 16.85

$ 11.70

$ 30.62

$ 28.33

$ 26.31

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  (.10)

  (.04)

  (.16)

  (.17)

  (.23)

Net realized and unrealized gain (loss)

  3.40

  5.19

  (13.78)

  7.85

  4.99

Total from investment operations

  3.30

  5.15

  (13.94)

  7.68

  4.76

Distributions from net realized gain

  (.30)

  -

  (4.98)

  (5.39)

  (2.75)

Redemption fees added to paid in capital C

  - G

  - G

  - G

  - G

  .01

Net asset value, end of period

$ 19.85

$ 16.85

$ 11.70

$ 30.62

$ 28.33

Total Return A,B

  19.86%

  44.02%

  (53.67)%

  32.39%

  19.34%

Ratios to Average Net Assets D,F

 

 

 

 

 

Expenses before reductions

  2.42%

  2.49%

  2.57%

  2.26%

  2.38%

Expenses net of fee waivers, if any

  2.40%

  2.40%

  2.40%

  2.26%

  2.38%

Expenses net of all reductions

  2.37%

  2.36%

  2.36%

  2.22%

  2.32%

Net investment income (loss)

  (.59)%

  (.33)%

  (.76)%

  (.62)%

  (.81)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 13,501

$ 5,814

$ 5,658

$ 20,094

$ 21,335

Portfolio turnover rate E

  66%

  81%

  113%

  70%

  84%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Small Cap

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 17.48

$ 12.03

$ 31.44

$ 29.03

$ 26.89

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .07

  .08

  .03

  .12

  .08

Net realized and unrealized gain (loss)

  3.53

  5.37

  (14.14)

  8.03

  5.08

Total from investment operations

  3.60

  5.45

  (14.11)

  8.15

  5.16

Distributions from net investment income

  (.08)

  -

  (.12)

  (.07)

  (.14)

Distributions from net realized gain

  (.34)

  -

  (5.18)

  (5.67)

  (2.89)

Total distributions

  (.42)

  -

  (5.30)

  (5.74)

  (3.03)

Redemption fees added to paid in capital B

  - F

  - F

  - F

  - F

  .01

Net asset value, end of period

$ 20.66

$ 17.48

$ 12.03

$ 31.44

$ 29.03

Total Return A

  21.02%

  45.30%

  (53.25)%

  33.82%

  20.65%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  1.44%

  1.48%

  1.49%

  1.19%

  1.28%

Expenses net of fee waivers, if any

  1.44%

  1.48%

  1.49%

  1.19%

  1.28%

Expenses net of all reductions

  1.42%

  1.44%

  1.44%

  1.15%

  1.22%

Net investment income (loss)

  .37%

  .58%

  .16%

  .45%

  .29%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 808,478

$ 669,035

$ 536,291

$ 1,663,761

$ 1,816,059

Portfolio turnover rate D

  66%

  81%

  113%

  70%

  84%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 17.47

$ 12.01

$ 31.38

$ 28.99

$ 26.86

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .09

  .09

  .05

  .12

  .08

Net realized and unrealized gain (loss)

  3.53

  5.37

  (14.12)

  8.02

  5.07

Total from investment operations

  3.62

  5.46

  (14.07)

  8.14

  5.15

Distributions from net investment income

  (.09)

  -

  (.12)

  (.07)

  (.14)

Distributions from net realized gain

  (.34)

  -

  (5.18)

  (5.68)

  (2.89)

Total distributions

  (.43)

  -

  (5.30)

  (5.75)

  (3.03)

Redemption fees added to paid in capital B

  - F

  - F

  - F

  - F

  .01

Net asset value, end of period

$ 20.66

$ 17.47

$ 12.01

$ 31.38

$ 28.99

Total Return A

  21.15%

  45.46%

  (53.22)%

  33.84%

  20.65%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  1.34%

  1.45%

  1.49%

  1.18%

  1.29%

Expenses net of fee waivers, if any

  1.34%

  1.40%

  1.40%

  1.18%

  1.29%

Expenses net of all reductions

  1.31%

  1.37%

  1.35%

  1.14%

  1.23%

Net investment income (loss)

  .47%

  .66%

  .25%

  .45%

  .28%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 8,231

$ 2,696

$ 2,217

$ 7,774

$ 9,050

Portfolio turnover rate D

  66%

  81%

  113%

  70%

  84%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity International Small Cap Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, International Small Cap and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

(ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in significant transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Debt securities, including restricted securities, are valued based on evaluated prices received from independent pricing services or from dealers who make markets in such securities. For foreign government and government agency obligations, pricing services utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices and are generally categorized as Level 2 in the hierarchy.

Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded and are categorized as Level 1 in the hierarchy. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing matrices which consider similar factors that would be used by independent pricing services. These are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, futures transactions, certain foreign taxes, foreign currency transactions, passive foreign investment companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 176,930,918

Gross unrealized depreciation

(111,385,171)

Net unrealized appreciation (depreciation)

$ 65,545,747

 

 

Tax Cost

$ 830,035,218

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 30,617,208

Capital loss carryforward

$ (78,127,356)

Net unrealized appreciation (depreciation)

$ 65,646,142

The tax character of distributions paid was as follows:

 

October 31,
2010

October 31,
2009

Ordinary Income

$ 17,692,151

$ -

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days are subject to a redemption fee equal to 2.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

Annual Report

Notes to Financial Statements - continued

4. Operating Policies.

Delayed Delivery Transactions and When-Issued Securities. The Fund may purchase or sell securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. During the time a delayed delivery sell is outstanding, the contract is marked-to-market daily and equivalent deliverable securities are held for the transaction. The securities purchased on a delayed delivery or when-issued basis are identified as such in the Fund's Schedule of Investments. The Fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the Fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract's terms, or if the issuer does not issue the securities due to political, economic, or other factors.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund uses derivative instruments (derivatives), including futures contracts, in order to meet its investment objectives. The strategy is to use derivatives to increase returns, to gain exposure to certain types of assets and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives may increase or decrease its exposure to the following risk:

Equity Risk

Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.

Annual Report

5. Derivative Instruments - continued

Risk Exposures and the Use of Derivative Instruments - continued

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to sell the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. The Fund's maximum risk of loss from counterparty credit risk is generally the aggregate unrealized appreciation and unpaid counterparty fees in excess of any collateral pledged by the counterparty to the Fund. Counterparty risk related to exchange-traded futures contracts is minimal because of the protection provided by the exchange on which they trade. Risk of loss may exceed the amounts recognized in the Statement of Assets and Liabilities.

Net Realized Gain (Loss) and Change in Net Unrealized Appreciation (Depreciation) on Derivatives. The table below, which reflects the impacts of derivatives on the financial performance of the Fund, summarizes the net realized gain (loss) and change in net unrealized appreciation (depreciation) for derivatives during the period.

Risk Exposure / Derivative Type

Net Realized
Gain (Loss)

Change in
Net Unrealized
Appreciation (Depreciation)

Equity Risk

 

 

Futures Contracts (a)

$ (1,268,507)

$ 53,183

(a) A summary of the value of derivatives by risk exposure as of period end, if any, is included at the end of the Schedule of Investments and is representative of activity for the period.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund uses futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). Realized gain or (loss) is recorded upon the expiration or closing of a futures contract. The net realized gain (loss) and change in net unrealized appreciation (depreciation) on futures contracts during the period is included in the Statement of Operations.

Annual Report

Notes to Financial Statements - continued

5. Derivative Instruments - continued

Futures Contracts - continued

The underlying face amount at value of open futures contracts at period end is shown in the Schedule of Investments under the caption "Futures Contracts." This amount reflects each contract's exposure to the underlying instrument at period end. Securities deposited to meet initial margin requirements are identified in the Schedule of Investments. The receivable and/or payable for the variation margin are reflected in the Statement of Assets and Liabilities.

Certain risks may arise upon entering into futures contracts, including the risk that an illiquid market may limit the ability to close out a futures contract prior to settlement date.

6. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $476,133,271 and $487,415,757, respectively.

7. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .60% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of International Small Cap as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was 1.03% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the

Annual Report

7. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 46,378

$ 908

Class T

.25%

.25%

77,108

-

Class B

.75%

.25%

33,825

25,398

Class C

.75%

.25%

97,426

5,162

 

 

 

$ 254,737

$ 31,468

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 5,297

Class T

1,916

Class B*

3,454

Class C*

33

 

$ 10,700

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees

Annual Report

Notes to Financial Statements - continued

7. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 57,208

.31

Class T

48,466

.31

Class B

10,550

.31

Class C

27,486

.28

International Small Cap

2,013,385

.29

Institutional Class 

10,795

.22

 

$ 2,167,890

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $11 for the period.

8. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $2,930 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

Annual Report

9. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. The value of securities loaned to FCM at period end was $280,736. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds and includes $792 from securities loaned to FCM.

10. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class A

1.65%

$ 11,149

Class T

1.90%

11,145

Class B

2.40%

2,441

Class C

2.40%

2,105

 

 

$ 26,840

Effective January 1, 2011 the expense limitations will be eliminated.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $172,507 for the period.

Annual Report

Notes to Financial Statements - continued

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Class A

$ 59,453

$ -

Class T

16,412

-

International Small Cap

3,278,578

-

Institutional Class

13,966

-

Total

$ 3,368,409

$ -

From net realized gain

 

 

Class A

$ 354,632

$ -

Class T

310,013

-

Class B

60,241

-

Class C

116,929

-

International Small Cap

13,430,315

-

Institutional Class

51,612

-

Total

$ 14,323,742

$ -

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Class A

 

 

 

 

Shares sold

380,659

269,227

$ 6,723,746

$ 3,575,375

Reinvestment of distributions

22,435

-

393,061

-

Shares redeemed

(454,943)

(389,847)

(8,359,905)

(5,330,857)

Net increase (decrease)

(51,849)

(120,620)

$ (1,243,098)

$ (1,755,482)

Class T

 

 

 

 

Shares sold

143,286

158,075

$ 2,532,790

$ 2,173,778

Reinvestment of distributions

18,371

-

319,658

-

Shares redeemed

(286,001)

(377,899)

(4,986,007)

(4,876,919)

Net increase (decrease)

(124,344)

(219,824)

$ (2,133,559)

$ (2,703,141)

Class B

 

 

 

 

Shares sold

14,694

8,564

$ 256,700

$ 108,038

Reinvestment of distributions

3,302

-

56,465

-

Shares redeemed

(57,958)

(71,172)

(990,211)

(857,564)

Net increase (decrease)

(39,962)

(62,608)

$ (677,046)

$ (749,526)

Class C

 

 

 

 

Shares sold

430,838

21,018

$ 7,671,593

$ 275,491

Reinvestment of distributions

6,001

-

102,910

-

Shares redeemed

(101,847)

(159,519)

(1,759,170)

(1,999,518)

Net increase (decrease)

334,992

(138,501)

$ 6,015,333

$ (1,724,027)

Annual Report

12. Share Transactions - continued

Transactions for each class of shares were as follows: - continued

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

International Small Cap

 

 

 

 

Shares sold

10,330,000

4,989,568

$ 188,548,758

$ 69,926,221

Reinvestment of distributions

888,440

-

15,725,385

-

Shares redeemed

(10,371,667)

(11,303,255)

(183,663,034)

(144,001,202)

Net increase (decrease)

846,773

(6,313,687)

$ 20,611,109

$ (74,074,981)

Institutional Class

 

 

 

 

Shares sold

288,839

28,026

$ 5,178,797

$ 355,084

Reinvestment of distributions

2,890

-

51,087

-

Shares redeemed

(47,677)

(58,235)

(865,855)

(718,368)

Net increase (decrease)

244,052

(30,209)

$ 4,364,029

$ (363,284)

13. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity International Small Cap Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity International Small Cap Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2010, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity International Small Cap Fund as of October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 17, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Annual Report

Trustees and Officers - continued

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Annual Report

Trustees and Officers - continued

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Thomas C. Hense (46)

 

Year of Election or Appointment: 2008 or 2010

Vice President of Fidelity's High Income (2008), Small Cap (2008), and Value (2010) Funds. Previously, Mr. Hense served as a portfolio manager for Fidelity's Institutional Money Management Group (Pyramis) (2003-2008).

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity International Small Cap Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

International Small Cap Fund

12/06/10

12/03/10

$0.06

$0.661

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

International Small Cap Fund

12/7/09

$0.162

$0.0141

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Small Cap Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured over multiple periods against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, the cumulative total returns of Institutional Class (Class I) and Class B of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund. The returns of Institutional Class (Class I) and Class B show the performance of the highest and lowest performing classes, respectively (based on five-year performance). The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Fidelity International Small Cap Fund

elm741

The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of Institutional Class (Class I) of the fund was in the third quartile for the one-year period, the first quartile for the three-year period, and the second quartile for the five-year period. The Board also noted that the investment performance of Institutional Class (Class I) of the fund compared favorably to its benchmark for the three- and five-year periods, although the fund's one-year cumulative total return was lower than its benchmark. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group is broader than the Lipper peer group used by the Board for performance comparisons because the Total Mapped Group combines several Lipper investment objective categories while the Lipper peer group does not. The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 19% means that 81% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Fidelity International Small Cap Fund

elm743

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, and the retail class ranked below its competitive median for 2009, the total expenses of Institutional Class ranked equal to its competitive median for 2009, and the total expenses of Class T ranked above its competitive median for 2009. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your personal investments via your telephone or PC. You can access your account information, conduct trades and research your investments 24 hours a day.

By Phone

Fidelity Automated Service Telephone provides a single toll-free number to access account balances, positions, quotes and trading. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

(phone_graphic)

Fidelity Automated
Service Telephone (FAST
®)
1-800-544-5555

Press

elm745For mutual fund and brokerage trading.

elm747For quotes.*

elm749For account balances and holdings.

elm751To review orders and mutual
fund activity.

elm753To change your PIN.

elm755elm757To speak to a Fidelity representative.

By PC

Fidelity's web site on the Internet provides a wide range of information, including daily financial news, fund performance, interactive planning tools and news about Fidelity products and services.

(computer_graphic)

Fidelity's Web Site
www.fidelity.com

* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis
Company

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors (UK) Ltd.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

The Bank of New York Mellon
New York, NY

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

Exchanges/Redemptions
and Account Assistance 1-800-544-6666

Product Information 1-800-544-8888

Retirement Accounts 1-800-544-4774
(8 a.m. - 9 p.m.)

TDD Service 1-800-544-0118
for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)

Fidelity Automated Service
Telephone (FAST®) elm759
1-800-544-5555

elm759
Automated line for quickest service

ISC-UANN-1210
1.793584.107

elm762

(Fidelity Investment logo)(registered trademark)
Fidelity AdvisorSM
International Small Cap
Fund - Class A, Class T, Class B
and Class C

Annual Report

October 31, 2010

Class A, Class T, Class B, and Class C are classes of Fidelity®
International Small Cap Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Managers' review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Life of
fund
A

  Class A (incl. 5.75% sales charge) B

13.90%

4.34%

16.63%

  Class T (incl. 3.50% sales charge) C

16.24%

4.56%

16.70%

  Class B (incl. contingent deferred sales charge) D

14.90%

4.53%

16.68%

  Class C (incl. contingent deferred sales charge) E

18.86%

4.79%

16.69%

A From September 18, 2002.

B Class A shares bear a 0.25% 12b-1 fee. The initial offering of Class A shares took place on May 27, 2003. Returns prior to May 27, 2003 are those of Fidelity® International Small Cap Fund, the original class of the fund, which has no 12b-1 fee. Had Class A shares' 12b-1 fee been reflected, returns prior to May 27, 2003 would have been lower.

C Class T shares bear a 0.50% 12b-1 fee. The initial offering of Class T shares took place on May 27, 2003. Returns prior to May 27, 2003 are those of Fidelity International Small Cap Fund, the original class of the fund, which has no 12b-1 fee. Had Class T shares' 12b-1 fee been reflected, returns prior to May 27, 2003 would have been lower.

D Class B shares bear a 1.00% 12b-1 fee. The initial offering of Class B shares took place on May 27, 2003. Returns prior to May 27, 2003 are those of Fidelity International Small Cap Fund, the original class of the fund, which has no 12b-1 fee. Had Class B shares' 12b-1 fee been reflected, returns prior to May 27, 2003 would have been lower. Class B shares' contingent deferred sales charge included in the past one year, five years, and life of fund total return figures are 5%, 2%, and 0%, respectively.

E Class C shares bear a 1.00% 12b-1 fee. The initial offering of Class C shares took place on May 27, 2003. Returns prior to May 27, 2003 are those of Fidelity International Small Cap Fund, the original class of the fund, which has no 12b-1 fee. Had Class C shares' 12b-1 fee been reflected, returns prior to May 27, 2003 would have been lower. Class C shares' contingent deferred sales charge included in the past one year, five years, and life of fund total return figures are 1%, 0%, and 0%, respectively.

Annual Report

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity AdvisorSM International Small Cap Fund - Class A, a class of the fund, on September 18, 2002, when the fund started, and the current 5.75% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE® Small Cap Index performed over the same period. The initial offering of Class A took place on May 27, 2003. See the previous page for additional information regarding the performance of Class A.

elm776

Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Colin Stone, Noriko Takahashi and Dale Nicholls, Co-Portfolio Managers of Fidelity AdvisorSM International Small Cap Fund: During the year, the fund's Class A, Class T, Class B and Class C shares gained 20.85%, 20.46%, 19.90% and 19.86%, respectively (excluding sales charges), topping the 14.31% mark of the MSCI EAFE® (Europe, Australasia, Far East) Small Cap Index. The biggest boost to relative performance came from stock selection in consumer discretionary. Among countries, performance benefited the most from favorable picks in China and Australia as well as a large overweighting and solid picks in Germany. On the negative side, stock selection in industrials significantly dampened the fund's gain. Geographically, stock picking in the United Kingdom and France hampered performance. All three subportfolios solidly beat their respective benchmarks. The Asia-Pacific ex Japan "sub" was boosted by Hong Kong holding Sino Prosper State Gold Resources Holdings, while Australian oil/gas exploration holding AWE detracted. The Europe/Africa/Middle East sub was lifted by Canada's European Goldfields. Connaught - a U.K. provider of housing-related services - curbed results. In the Japanese subportfolio, the top contributor was auto transmission maker Exedy. Conversely, an out-of-benchmark stake in Ibiden, which makes printed circuit boards, hurt.

Note to shareholders: The fund reopened to new accounts on November 10, 2009.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Annual Report

 

Annualized
Expense
Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to October 31, 2010

Class A

1.65%

 

 

 

Actual

 

$ 1,000.00

$ 1,114.00

$ 8.79

HypotheticalA

 

$ 1,000.00

$ 1,016.89

$ 8.39

Class T

1.90%

 

 

 

Actual

 

$ 1,000.00

$ 1,112.10

$ 10.11

HypotheticalA

 

$ 1,000.00

$ 1,015.63

$ 9.65

Class B

2.40%

 

 

 

Actual

 

$ 1,000.00

$ 1,109.90

$ 12.76

HypotheticalA

 

$ 1,000.00

$ 1,013.11

$ 12.18

Class C

2.40%

 

 

 

Actual

 

$ 1,000.00

$ 1,109.60

$ 12.76

HypotheticalA

 

$ 1,000.00

$ 1,013.11

$ 12.18

International Small Cap

1.36%

 

 

 

Actual

 

$ 1,000.00

$ 1,115.60

$ 7.25

HypotheticalA

 

$ 1,000.00

$ 1,018.35

$ 6.92

Institutional Class

1.31%

 

 

 

Actual

 

$ 1,000.00

$ 1,116.20

$ 6.99

HypotheticalA

 

$ 1,000.00

$ 1,018.60

$ 6.67

A 5% return per year before expenses

*Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

elm707

Japan 23.4%

 

elm709

United Kingdom 16.7%

 

elm711

Germany 9.5%

 

elm713

France 8.8%

 

elm715

Australia 7.4%

 

elm717

United States of America 4.2%

 

elm719

Cayman Islands 2.7%

 

elm721

Canada 2.2%

 

elm723

Norway 2.0%

 

elm725

Other 23.1%

 

elm788

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

elm707

Japan 25.6%

 

elm709

United Kingdom 15.7%

 

elm792

Germany 10.7%

 

elm713

France 9.3%

 

elm715

Australia 7.4%

 

elm717

United States of America 3.5%

 

elm719

Netherlands 2.9%

 

elm721

Bermuda 2.4%

 

elm723

Cayman Islands 1.8%

 

elm725

Other 20.7%

 

elm801

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks, Investment Companies and Equity Futures

96.1

96.8

Short-Term Investments and Net Other Assets

3.9

3.2

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

European Goldfields Ltd. (Canada, Metals & Mining)

1.3

0.8

IG Group Holdings PLC (United Kingdom, Diversified Financial Services)

1.2

1.0

SeLoger.com (France, Media)

1.1

1.0

Elekta AB (B Shares) (Sweden, Health Care Equipment & Supplies)

1.1

0.9

Ipsos SA (France, Media)

1.0

0.8

Gemalto NV (Netherlands, Computers & Peripherals)

1.0

1.1

Lanxess AG (Germany, Chemicals)

1.0

0.8

Wacker Chemie AG (Germany, Chemicals)

1.0

0.5

Craneware PLC (United Kingdom, Health Care Technology)

0.9

0.7

Pertama Holdings Ltd. (Singapore, Specialty Retail)

0.8

0.0

 

10.4

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Discretionary

19.2

18.6

Information Technology

16.8

17.0

Industrials

15.1

19.3

Materials

12.8

10.8

Financials

10.5

10.9

Health Care

9.5

9.6

Energy

5.9

5.3

Telecommunication Services

2.1

2.1

Consumer Staples

1.7

1.6

Utilities

0.8

0.9

Annual Report

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 94.4%

Shares

Value

Australia - 7.4%

Allied Gold Ltd. (a)

12,713,939

$ 5,667,121

Allied Gold Ltd. (United Kingdom) (a)

4,914,800

2,145,732

Ausenco Ltd.

305,858

764,066

Austal Ltd.

1,095,023

2,628,211

Australian Worldwide Exploration Ltd. (a)

922,101

1,359,521

BlueScope Steel Ltd.

214,319

418,865

carsales.com Ltd.

151,787

706,316

Centamin Egypt Ltd. (United Kingdom) (a)

1,924,214

5,333,381

Charter Hall Group unit

2,530,982

1,388,507

Discovery Metals Ltd. (a)

875,240

1,007,479

DUET Group

688,657

1,170,505

Goodman Group unit

6,343,283

3,914,944

Industrea Ltd.

2,671,615

1,203,934

Iress Market Technology Ltd.

142,341

1,220,138

Ironbark Zinc Ltd. (a)

2,305,831

564,727

Kingsgate Consolidated NL (d)

99,427

976,959

Lynas Corp. Ltd. (a)

1,537,632

2,206,790

MAp Group unit

226,044

675,404

Medusa Mining Ltd.

239,743

1,308,194

Mineral Deposits Ltd. (a)

5,620,000

6,391,999

Monto Minerals Ltd. (a)

273,551

2,412

Navitas Ltd.

871,259

3,269,016

Northern Iron Ltd. (a)(d)

423,362

638,710

Panaust Ltd. (a)

2,277,343

1,662,094

Ramsay Health Care Ltd.

179,829

2,757,052

realestate.com.au Ltd.

82,531

871,579

SAI Global Ltd.

1,018,293

4,369,360

SomnoMed Ltd. (a)

331,849

334,849

Spark Infrastructure Group unit (f)

1,461,561

1,603,636

Super Cheap Auto Group Ltd.

296,366

1,936,534

Tiger Resources Ltd. (a)

14,407,421

5,151,694

Wotif.com Holdings Ltd.

255,354

1,170,737

TOTAL AUSTRALIA

64,820,466

Bailiwick of Jersey - 0.2%

Renewable Energy Generation Ltd.

1,777,200

1,409,434

Belgium - 0.3%

EVS Broadcast Equipment SA

7,700

483,209

Hansen Transmissions International NV (a)

2,639,400

1,889,813

TOTAL BELGIUM

2,373,022

Common Stocks - continued

Shares

Value

Bermuda - 1.9%

Asia Satellite Telecommunications Holdings Ltd.

271,000

$ 489,469

Asian Citrus Holdings Ltd.

615,000

708,524

Biosensors International Group Ltd. (a)

1,769,000

1,530,773

China Animal Healthcare Ltd.

4,707,000

1,236,483

China LotSynergy Holdings Ltd. (a)

7,324,000

283,464

China Water Affairs Group Ltd.

1,134,000

434,508

Luk Fook Holdings International Ltd.

1,162,000

2,851,313

Man Wah Holdings Ltd.

260,000

364,948

Mingyuan Medicare Development Co. Ltd.

2,870,000

399,884

Noble Group Ltd.

315,272

453,068

Oakley Capital Investments Ltd. (a)

1,285,000

2,655,804

Sihuan Pharmaceutical Holdings Group Ltd.

42,000

30,506

Texwinca Holdings Ltd.

1,402,000

1,530,194

Vtech Holdings Ltd.

349,700

3,638,549

TOTAL BERMUDA

16,607,487

British Virgin Islands - 0.7%

Albidon Ltd. CDI (a)

1,469,000

208,670

Kalahari Energy (a)(h)

1,451,000

15

Playtech Ltd.

845,876

6,067,999

TOTAL BRITISH VIRGIN ISLANDS

6,276,684

Canada - 2.2%

AirSea Lines (a)(h)

1,893,338

26

AirSea Lines warrants 8/4/11 (a)(h)

1,862,300

26

Banro Corp. (a)

637,400

1,874,890

Equinox Minerals Ltd. unit (a)(d)

306,097

1,673,263

European Goldfields Ltd. (a)

854,800

11,549,303

Platmin Ltd. (a)

3,649,900

3,888,712

Rock Well Petroleum, Inc. (a)(h)

770,400

8

Starfield Resources, Inc. (a)

4,328,075

233,399

TOTAL CANADA

19,219,627

Cayman Islands - 2.7%

AirMedia Group, Inc. ADR (a)

28,300

195,553

China Automation Group Ltd.

405,000

316,633

China Dongxiang Group Co. Ltd.

657,000

367,861

China Forestry Holdings Co. Ltd.

814,000

386,456

China Haidian Holdings Ltd.

2,154,000

358,479

China High Precision Automation Group Ltd.

712,000

453,769

China Lilang Ltd.

340,000

531,630

China Metal International Holdings, Inc.

1,036,000

264,639

China Real Estate Information Corp. ADR (d)

65,100

645,141

Common Stocks - continued

Shares

Value

Cayman Islands - continued

CNinsure, Inc. ADR (d)

31,900

$ 819,830

Ctrip.com International Ltd. sponsored ADR (a)

39,300

2,046,351

Daphne International Holdings Ltd.

1,392,000

1,555,197

EVA Precision Industrial Holdings Ltd.

5,562,000

4,613,922

Fook Woo Group Holdings Ltd.

1,099,000

388,487

Global Dairy Holdings Ltd.

197,000

97,849

Global Education & Technology Group Ltd. ADR (a)

3,300

32,769

Hengdeli Holdings Ltd.

1,124,000

623,538

Kingdee International Software Group Co. Ltd.

1,406,000

741,886

Little Sheep Group Ltd.

614,000

400,026

Maoye International Holdings Ltd.

938,000

404,183

Marwyn Value Investors II Ltd. (a)

1,846,800

2,515,023

Neo-Neon Holdings Ltd.

804,000

489,583

Orchid Developments Group Ltd. (a)

1,211,000

523,855

PCD Stores Group Ltd.

1,046,000

337,365

Perfect World Co. Ltd. sponsored ADR Class B (a)

28,400

920,160

Sino-Life Group Ltd. (a)

2,608,000

306,180

TAL Education Group ADR (a)

6,600

117,480

TPK Holdings Co.

2,000

33,001

VST Holdings Ltd. (a)

1,582,000

404,110

Xingda International Holdings Ltd.

1,656,000

1,728,372

Yip's Chemical Holdings Ltd.

592,000

704,175

TOTAL CAYMAN ISLANDS

23,323,503

China - 1.5%

51job, Inc. sponsored ADR (a)

12,800

577,024

AMVIG Holdings Ltd.

764,000

620,958

Baidu.com, Inc. sponsored ADR (a)

9,200

1,012,092

China Metal Recycling (Holdings) Ltd.

333,600

371,420

Dalian Port (PDA) Co. Ltd. (H Shares)

1,786,000

771,888

Digital China Holdings Ltd. (H Shares)

239,000

431,672

Focus Media Holding Ltd. ADR (a)(d)

15,300

378,675

Global Bio-Chem Technology Group Co. Ltd. (a)

2,672,800

434,475

Harbin Power Equipment Co. Ltd. (H Shares)

492,000

662,665

Minth Group Ltd.

596,000

1,114,917

People's Food Holdings Ltd.

992,000

536,506

Royale Furniture Holdings Ltd.

1,854,000

676,900

Sino Prosper State Gold Resources Holdings, Ltd. (a)

74,820,000

3,764,528

Weiqiao Textile Co. Ltd. (H Shares)

2,055,500

1,620,268

Zhaojin Mining Industry Co. Ltd. (H Shares)

58,500

181,887

TOTAL CHINA

13,155,875

Common Stocks - continued

Shares

Value

Cyprus - 0.8%

Buried Hill Energy (Cyprus) PCL (a)(h)

1,947,000

$ 4,867,500

Mirland Development Corp. PLC (a)

781,900

2,242,371

TOTAL CYPRUS

7,109,871

Denmark - 0.9%

DSV de Sammensluttede Vognmaend AS

250,000

5,122,129

Pandora A/S

52,300

2,537,366

William Demant Holding AS (a)

200

14,991

TOTAL DENMARK

7,674,486

France - 8.8%

Altamir Amboise (a)

544,400

4,264,755

ALTEN

114,000

3,806,214

Audika SA

113,113

2,762,214

Compagnie Generale de Geophysique SA (a)

188,400

4,399,670

Delachaux SA

80,541

6,569,472

Devoteam SA

38,800

1,071,667

Faiveley Transport

50,672

4,283,334

Iliad Group SA

46,742

5,261,668

Ipsos SA

184,600

8,875,855

Laurent-Perrier Group

20,860

2,350,787

LeGuide.com SA (a)

85,800

3,261,637

Maisons France Confort (d)

89,444

3,895,500

Meetic

187,600

5,599,223

Sartorius Stedim Biotech

53,700

2,464,294

SeLoger.com

198,800

9,985,991

Sopra Group SA

37,800

3,146,867

SR Teleperformance SA

131,700

4,152,535

Trigano SA (a)

22,591

581,534

TOTAL FRANCE

76,733,217

Germany - 9.3%

CENTROTEC Sustainable AG (a)

131,581

3,097,855

CTS Eventim AG

111,908

6,315,776

Delticom AG

70,400

5,612,998

Drillisch AG

679,100

5,802,838

ElringKlinger AG

184,000

6,130,562

Freenet AG

164,700

2,086,839

GFK AG

142,601

6,020,128

HeidelbergCement AG

119,666

6,258,250

KROMI Logistik AG

118,100

1,331,075

Lanxess AG

121,885

8,479,844

Rational AG (d)

15,920

3,557,593

Common Stocks - continued

Shares

Value

Germany - continued

SMA Solar Technology AG (d)

31,200

$ 3,681,443

STRATEC Biomedical Systems AG

77,910

2,931,891

Tom Tailor Holding AG

204,300

4,335,167

United Internet AG

390,613

6,997,800

Wacker Chemie AG

40,000

8,251,299

TOTAL GERMANY

80,891,358

Greece - 0.2%

Babis Vovos International Technical SA (a)

149,200

506,555

Jumbo SA

161,000

1,238,850

TOTAL GREECE

1,745,405

Hong Kong - 1.0%

Dah Sing Financial Holdings Ltd.

102,400

710,740

GZI Transport Ltd.

950,000

495,146

I.T Ltd.

2,064,000

1,741,469

Magnificent Estates Ltd.

18,070,000

582,809

REXCAPITAL Financial Holdings Ltd.

4,600,000

427,286

Singamas Container Holdings Ltd. (a)

3,966,000

895,404

Techtronic Industries Co. Ltd.

3,251,000

3,292,417

Tian An China Investments Co. Ltd.

669,000

516,989

TOTAL HONG KONG

8,662,260

Iceland - 0.7%

Ossur hf (a)

3,457,100

6,515,406

India - 0.2%

Educomp Solutions Ltd.

24,874

308,898

Geodesic Ltd.

256,340

676,055

Grasim Industries Ltd.

6,876

361,522

Indian Overseas Bank

110,621

398,810

The Jammu & Kashmir Bank Ltd.

14,265

293,008

TOTAL INDIA

2,038,293

Indonesia - 0.4%

AKR Corporindo Tbk PT

5,225,000

882,768

PT Ciputra Development Tbk (a)

12,376,500

581,608

PT Lippo Karawaci Tbk

9,290,500

644,487

PT Mayora Indah Tbk

372,500

502,223

PT Mitra Adiperkasa Tbk

1,436,000

409,711

PT Tower Bersama Infrastructure Tbk

402,500

114,839

TOTAL INDONESIA

3,135,636

Common Stocks - continued

Shares

Value

Ireland - 0.9%

James Hardie Industries NV unit (a)

132,009

$ 697,049

Kenmare Resources PLC (a)

14,887,700

4,627,352

Petroceltic International PLC (a)

11,142,200

2,008,291

Petroneft Resources PLC (a)

952,400

715,617

Vimio PLC (a)

867,300

14

TOTAL IRELAND

8,048,323

Isle of Man - 1.5%

Exillon Energy PLC

1,511,200

6,343,463

IBS Group Holding Ltd. GDR (Reg. S) (a)

317,700

7,028,812

TOTAL ISLE OF MAN

13,372,275

Italy - 0.8%

Seldovia Native Association, Inc. (SNAI) (a)

209,590

831,157

Tod's SpA

60,255

5,841,260

TOTAL ITALY

6,672,417

Japan - 23.4%

ABC-Mart, Inc.

50,700

1,724,443

Air Water, Inc.

190,000

2,217,099

Aozora Bank Ltd.

1,390,000

2,331,925

AQ Interactive, Inc. (d)

705

876,979

ARCS Co. Ltd.

133,600

1,731,637

Arnest One Corp.

44,100

466,374

Asahi Co. Ltd.

58,000

857,711

Asahi Intecc Co. Ltd.

262,100

4,390,590

ASKUL Corp.

96,000

1,994,681

Bank of Kyoto Ltd.

231,000

2,066,857

Cellseed, Inc. (d)

11,700

104,976

Central Glass Co. Ltd.

248,000

1,069,417

Chiba Bank Ltd.

325,000

2,006,499

Chiyoda Corp.

318,000

2,634,174

Cosmos Pharmaceutical Corp.

27,200

856,190

Create SD Holdings Co. Ltd.

48,200

1,051,212

Credit Saison Co. Ltd.

173,200

2,456,617

Culture Convenience Club Co. Ltd. (d)

175,100

778,996

CyberAgent, Inc. (d)

2,722

4,522,572

Dai-ichi Seiko Co. Ltd. (d)

56,700

2,783,211

Daihen Corp.

456,000

2,057,015

Digital Garage, Inc.

994

1,731,811

Don Quijote Co. Ltd.

77,900

2,128,770

Ebara Corp. (a)

559,000

2,393,964

EPS Co. Ltd. (d)

742

1,825,724

Common Stocks - continued

Shares

Value

Japan - continued

Exedy Corp.

147,000

$ 4,599,801

Ferrotec Corp.

145,900

1,620,910

FreeBit Co., Ltd. (d)

358

742,960

Fuji Oil Co. Ltd.

191,400

2,751,955

Furuya Metal Co. Ltd.

33,400

2,108,512

Glory Ltd.

25,900

571,300

GREE, Inc. (d)

212,000

2,676,674

Hoshizaki Electric Co. Ltd.

62,400

1,229,855

Ibiden Co. Ltd.

97,300

2,396,528

Isetan Mitsukoshi Holdings Ltd.

170,800

1,884,573

Japan Steel Works Ltd.

110,000

1,049,519

JP-Holdings, Inc.

91,600

1,871,386

JTEKT Corp.

159,200

1,595,028

Kandenko Co. Ltd.

243,000

1,416,267

Kenedix Realty Investment Corp.

573

2,275,053

Kimoto Co. Ltd.

228,600

1,693,123

KOMERI Co. Ltd.

66,600

1,385,465

Kuraray Co. Ltd.

283,500

4,060,360

Maeda Corp.

319,000

864,198

Makino Milling Machine Co. Ltd. (a)

302,000

2,079,135

Marui Group Co. Ltd.

175,800

1,381,481

Maruwa Ceramic Co. Ltd.

77,000

1,863,999

McDonald's Holdings Co. (Japan) Ltd.

122,500

3,110,072

Meiko Electronics Co. Ltd.

96,300

1,793,882

Message Co. Ltd.

1,629

4,149,932

Micronics Japan Co. Ltd.

60,500

488,691

Minebea Ltd.

381,000

2,092,244

Mitsubishi UFJ Lease & Finance Co. Ltd.

96,270

3,220,565

Mitsumi Electric Co. Ltd.

104,800

1,781,933

mixi, Inc. (d)

355

2,064,620

Nabtesco Corp.

238,200

4,218,156

Nichi-iko Pharmaceutical Co. Ltd.

32,900

1,160,311

Nichicon Corp.

89,200

995,422

Nihon M&A Center, Inc. (d)

426

1,540,524

Nippon Ceramic Co. Ltd.

27,700

468,150

Nippon Denko Co. Ltd.

109,000

808,662

Nippon Shinyaku Co. Ltd.

208,000

2,946,688

Nomura Real Estate Holdings, Inc.

77,500

1,189,418

Nomura Real Estate Residential Fund, Inc.

400

1,946,067

NTT Urban Development Co.

1,081

991,398

Osaka Securities Exchange Co. Ltd.

154

775,071

OSAKA Titanium technologies Co. Ltd. (d)

48,800

2,286,268

Common Stocks - continued

Shares

Value

Japan - continued

Otsuka Corp.

54,900

$ 3,486,256

Pigeon Corp.

45,900

1,366,676

Rensas Electronics Corp. (a)(d)

312,700

2,350,982

Riso Kagaku Corp.

147,700

2,011,671

Rohto Pharmaceutical Co. Ltd.

196,000

2,428,383

Sanken Electric Co. Ltd. (a)

138,000

493,898

Sankyu, Inc.

264,000

1,108,885

Santen Pharmaceutical Co. Ltd.

78,600

2,713,443

Sawada Holdings Co. Ltd. (a)

214,800

1,321,312

Sekisui Chemical Co. Ltd.

303,000

1,927,874

Shimadzu Corp.

426,000

3,202,808

Shimamura Co. Ltd.

29,400

2,820,529

Shin-Kobe Electric Machinery Co. Ltd. (d)

244,000

2,498,521

Shindengen Electric Co. Ltd. (a)

155,000

624,083

Shizuoka Gas Co. Ltd.

88,000

516,168

SHO-BOND Holdings Co. Ltd.

132,500

2,835,404

Simplex Holdings, Inc.

1,189

542,268

So-net M3, Inc. (d)

227

1,038,101

Sony Financial Holdings, Inc.

843

2,933,267

SRI Sports Ltd.

1,276

1,389,059

Start Today Co. Ltd.

435

1,353,057

Stella Chemifa Corp.

9,500

409,656

Sumitomo Osaka Cement Co. Ltd.

789,000

1,529,060

Sumitomo Trust & Banking Co. Ltd.

577,000

3,150,307

Sysmex Corp.

20,300

1,392,519

SystemPro Co. Ltd. (d)

1,445

1,136,678

Taisho Pharmaceutical Co. Ltd.

75,000

1,576,985

Takata Corp.

92,600

2,273,861

Takeei Corp.

67,900

658,158

The Suruga Bank Ltd.

221,000

1,993,861

Toho Co. Ltd.

109,300

1,689,347

Tokyu Livable, Inc.

271,300

3,128,699

Toto Ltd. (d)

474,000

3,149,173

Towa Corp. (a)

297,200

1,968,530

Toyo Tanso Co. Ltd. (d)

42,500

2,437,399

Toyota Boshoku Corp.

37,100

628,860

Ulvac, Inc.

96,100

1,938,242

Yamatake Corp.

165,800

4,036,314

Yamato Kogyo Co. Ltd.

80,000

2,051,945

Yokohama Rubber Co. Ltd.

367,000

1,834,507

TOTAL JAPAN

203,152,346

Common Stocks - continued

Shares

Value

Korea (South) - 0.8%

Daou Technology, Inc.

197,150

$ 1,577,901

Hyosung Corp.

6,493

721,765

Interpark Corp. (a)

75,279

298,572

KC Tech Co. Ltd.

126,140

682,020

Lock & Lock Co. Ltd.

19,170

634,170

MNTECH Co. Ltd.

76,840

755,075

Power Logics Co. Ltd. (a)

57,033

442,266

Sodiff Advanced Materials Co. Ltd.

3,940

358,787

The Basic House Co. Ltd. (a)

66,650

1,345,447

TK Corp. (a)

17,649

407,285

TOTAL KOREA (SOUTH)

7,223,288

Luxembourg - 0.3%

GlobeOp Financial Services SA

594,385

2,906,877

Malaysia - 0.3%

JobStreet Corp. Bhd

1,223,100

1,045,788

Lion Industries Corp. Bhd

808,200

514,380

Masterskill Education Group Bhd

478,400

444,415

Top Glove Corp. Bhd

222,000

392,478

TOTAL MALAYSIA

2,397,061

Netherlands - 1.8%

Gemalto NV

190,440

8,670,399

SMARTRAC NV (a)

104,600

2,899,270

Wavin NV (a)

273,912

3,778,571

TOTAL NETHERLANDS

15,348,240

Norway - 2.0%

Aker Solutions ASA

339,300

5,165,388

Renewable Energy Corp. ASA (a)(d)

1,111,942

3,870,628

Schibsted ASA (B Shares)

221,000

6,072,568

Sevan Marine ASA (a)

2,000,000

2,694,861

TOTAL NORWAY

17,803,445

Philippines - 0.1%

Alliance Global Group, Inc.

2,595,000

685,951

Singapore - 1.8%

CSE Global Ltd.

1,069,000

875,485

Goodpack Ltd.

1,569,000

2,472,966

Hyflux Ltd.

398,000

968,632

Mapletree Industrial (REIT) (a)

207,000

171,127

Oceanus Group Ltd. (a)

2,071,000

512,030

Common Stocks - continued

Shares

Value

Singapore - continued

Pertama Holdings Ltd. (e)

21,312,000

$ 7,080,399

Petra Foods Ltd.

279,000

344,897

Raffles Medical Group Ltd.

431,000

725,937

Straits Asia Resources Ltd.

739,000

1,307,510

Yanlord Land Group Ltd.

608,000

807,973

TOTAL SINGAPORE

15,266,956

South Africa - 0.6%

Blue Label Telecoms Ltd.

4,787,200

4,920,427

Spain - 0.3%

Obrascon Huarte Lain SA

73,400

2,401,133

Sweden - 1.5%

Elekta AB (B Shares)

252,800

9,564,751

Modern Times Group MTG AB (B Shares)

44,100

3,162,163

XCounter AB (a)

1,108,000

48,818

TOTAL SWEDEN

12,775,732

Switzerland - 1.9%

Bank Sarasin & Co. Ltd. Series B (Reg.)

18,166

664,373

Basilea Pharmaceutica AG (a)

9,770

684,848

Lonza Group AG

58,029

5,078,680

Panalpina Welttransport Holding AG (a)

42,760

5,338,756

VZ Holding AG

42,690

4,532,031

TOTAL SWITZERLAND

16,298,688

United Kingdom - 16.7%

Abcam PLC

196,100

5,403,924

Ashmore Group PLC

1,109,700

6,804,046

Asset Realisation Co. PLC (a)

340,000

5

Aurelian Oil & Gas PLC (a)

3,923,800

3,834,775

Avanti Communications Group PLC (a)

403,000

3,796,519

Aveva Group PLC

188,500

4,499,879

Blinkx PLC (a)(d)

1,303,000

1,826,651

Bond International Software PLC

617,066

598,123

Borders & Southern Petroleum PLC (a)

698,500

783,371

Cadogan Petroleum PLC (a)

1,406,300

439,355

Central Asia Metals PLC (a)

1,464,000

2,023,035

Centurion Electronics PLC (a)(e)

748,299

12

Ceres Power Holdings PLC (a)(d)

406,200

532,024

China Goldmines PLC (a)

669,353

257,377

Connaught PLC

429,800

7

Conygar Investment Co. PLC (a)

2,333,700

3,916,537

Common Stocks - continued

Shares

Value

United Kingdom - continued

Cove Energy PLC (a)

2,629,300

$ 3,190,994

Craneware PLC

877,400

8,244,585

DTZ Holdings PLC (a)

1,804,400

1,315,368

EMIS Group PLC

382,345

2,603,440

European Nickel PLC (a)

2,276,950

1,386,246

Faroe Petroleum PLC (a)

458,447

1,432,277

GoIndustry-DoveBid PLC (a)

22,589

32,029

Hays PLC

2,007,843

3,554,637

Icap PLC

514,900

3,763,408

Ideal Shopping Direct PLC

234,592

719,756

IG Group Holdings PLC

1,264,300

10,705,287

Inchcape PLC (a)

778,720

4,350,473

Jubilee Platinum PLC (a)

2,729,847

1,366,758

Keronite PLC (a)(h)

13,620,267

218

Melrose Resources PLC

266,200

1,385,247

Moneysupermarket.com Group PLC

1,822,600

2,441,186

Monitise PLC (a)

4,154,500

1,397,788

Mothercare PLC

501,800

4,224,804

NCC Group Ltd.

228,315

1,755,815

Northgate PLC (a)

493,500

1,937,120

Ocado Group PLC (a)(d)

1,125,700

2,519,546

Pureprofile Media PLC (a)(h)

1,108,572

444,025

Redhall Group PLC

519,600

1,057,246

Regenersis PLC (a)

1,367,300

1,106,263

Rockhopper Exploration PLC (a)(i)

654,100

3,337,773

Royalblue Group PLC

197,842

5,071,561

SDL PLC (a)

691,862

6,661,885

Serco Group PLC

447,430

4,401,459

SIG PLC (a)

1,479,300

2,690,019

Silverdell PLC (a)

4,958,000

615,618

Sinclair Pharma PLC (a)

4,246,949

1,837,147

Sphere Medical Holding PLC (a)(h)

555,599

1,513,260

SR Pharma PLC (a)

5,388,700

837,450

Sthree PLC

541,709

2,542,944

Synergy Health PLC

274,953

3,464,658

Ted Baker PLC

293,100

2,887,980

TMO Biotec (a)(h)

1,000,000

400,538

Travis Perkins PLC

248,700

3,301,197

Valiant Petroleum PLC (a)

156,200

1,485,268

Wellstream Holdings PLC

434,600

5,152,578

Common Stocks - continued

Shares

Value

United Kingdom - continued

Xchanging PLC

1,521,100

$ 3,165,702

Zenergy Power PLC (a)

855,520

387,215

TOTAL UNITED KINGDOM

145,404,408

United States of America - 0.5%

CTC Media, Inc.

183,400

4,328,240

Mudalla Technology, Inc. (a)

996,527

16

XL TechGroup, Inc. (a)

1,329,250

21

TOTAL UNITED STATES OF AMERICA

4,328,277

TOTAL COMMON STOCKS

(Cost $718,968,030)

820,697,874

Investment Companies - 0.0%

 

 

 

 

Bailiwick of Guernsey - 0.0%

Brookwell Ltd. Class A
(Cost $621,868)

213,047

110,933

Government Obligations - 0.2%

 

Principal Amount (j)

 

Germany - 0.2%

German Federal Republic 0.2535% to 0.6185% 11/24/10 to 2/9/11 (g)
(Cost $1,499,792)

EUR

1,100,000

1,529,062

Money Market Funds - 8.4%

Shares

 

Fidelity Cash Central Fund, 0.23% (b)

46,383,073

46,383,073

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

26,860,023

26,860,023

TOTAL MONEY MARKET FUNDS

(Cost $73,243,096)

73,243,096

TOTAL INVESTMENT PORTFOLIO - 103.0%

(Cost $794,332,786)

895,580,965

NET OTHER ASSETS (LIABILITIES) - (3.0)%

(26,101,299)

NET ASSETS - 100%

$ 869,479,666

Futures Contracts

Expiration Date

Underlying
Face Amount
at Value

Unrealized
Appreciation/
(Depreciation)

Purchased

Equity Index Contracts

366 Dow Jones Euro Stoxx 50 Index Contracts (Germany)

Dec. 2010

$ 14,458,195

$ 53,183

 

The face value of futures purchased as a percentage of net assets is 1.7%

Currency Abbreviations

EUR

-

European Monetary Unit

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Affiliated company

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $1,603,636 or 0.2% of net assets.

(g) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At the period end, the value of securities pledged amounted to $236,310.

(h) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $7,225,615 or 0.8% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost

AirSea Lines

8/4/06

$ 931,150

AirSea Lines warrants 8/4/11

8/4/06

$ 2

Buried Hill Energy (Cyprus) PCL

8/18/06

$ 2,141,700

Kalahari Energy

9/1/06

$ 1,813,750

Keronite PLC

8/16/06

$ 817,216

Pureprofile Media PLC

5/3/05 - 1/11/06

$ 640,000

Rock Well Petroleum, Inc.

4/13/06

$ 1,155,600

Sphere Medical Holding PLC

8/27/08 - 3/16/10

$ 944,518

TMO Biotec

10/27/05

$ 300,000

(i) Security or a portion of the security purchased on a delayed delivery or when-issued basis.

(j) Principal amount is stated in United States dollars unless otherwise noted.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 50,101

Fidelity Securities Lending Cash Central Fund

829,746

Total

$ 879,847

Other Affiliated Issuers

An affiliated company is a company in which the Fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliates

Value,
beginning
of period

Purchases

Sales
Proceeds

Dividend
Income

Value,
end
of period

Brookwell Ltd. Class A

$ 1,078,606

$ -

$ 724,601

$ -

$ -

Centurion Electronics PLC

12

-

-

-

12

Pertama Holdings Ltd.

-

5,470,243

107,724

659,049

7,080,399

Total

$ 1,078,618

$ 5,470,243

$ 832,325

$ 659,049

$ 7,080,411

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Japan

$ 203,152,346

$ 168,463,560

$ 34,688,786

$ -

United Kingdom

145,404,408

142,756,937

32,029

2,615,442

Germany

80,891,358

80,891,358

-

-

France

76,733,217

72,333,547

4,399,670

-

Australia

64,820,466

64,820,466

-

-

Cayman Islands

23,323,503

22,799,648

-

523,855

Canada

19,219,627

19,219,567

-

60

Norway

17,803,445

17,803,445

-

-

Bermuda

16,607,487

16,607,487

-

-

Sweden

12,775,732

12,726,914

-

48,818

Ireland

8,048,323

8,048,309

-

14

Cyprus

7,109,871

2,242,371

-

4,867,500

British Virgin Islands

6,276,684

6,276,669

-

15

United States of America

4,328,277

4,328,240

-

37

Other

134,203,130

133,841,608

361,522

-

Investment Companies

110,933

-

-

110,933

Government Obligations

1,529,062

-

1,529,062

-

Money Market Funds

73,243,096

73,243,096

-

-

Total Investments in Securities:

$ 895,580,965

$ 846,403,222

$ 41,011,069

$ 8,166,674

Derivative Instruments:

Assets

Futures Contracts

$ 53,183

$ 53,183

$ -

$ -

Other Information - continued

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Investments in Securities:

Beginning Balance

$ 8,316,240

Total Realized Gain (Loss)

(8,917,345)

Total Unrealized Gain (Loss)

4,243,114

Cost of Purchases

1,804,796

Proceeds of Sales

(1,263,414)

Amortization/Accretion

-

Transfers in to Level 3

5,146,203

Transfers out of Level 3

(1,162,920)

Ending Balance

$ 8,166,674

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at October 31, 2010

$ 777,510

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by risk exposure as of October 31, 2010. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Risk Exposure /
Derivative Type

Value

 

Asset

Liability

Equity Risk

Futures Contracts (a)

$ 53,183

$ -

(a) Reflects cumulative appreciation/(depreciation) on futures contracts as disclosed on the Schedule of Investments. Only the period end variation margin is separately disclosed on the Statement of Assets and Liabilities.

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $78,127,356 all of which will expire on October 31, 2017. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $25,207,989) - See accompanying schedule:

Unaffiliated issuers (cost $715,388,858)

$ 815,257,458

 

Fidelity Central Funds (cost $73,243,096)

73,243,096

 

Other affiliated issuers (cost $5,700,832)

7,080,411

 

Total Investments (cost $794,332,786)

 

$ 895,580,965

Cash

2

Foreign currency held at value (cost $70,040)

70,287

Receivable for investments sold

2,674,189

Receivable for fund shares sold

2,467,902

Dividends receivable

2,081,418

Distributions receivable from Fidelity Central Funds

90,243

Receivable for daily variation on futures contracts

5,554

Other receivables

142,637

Total assets

903,113,197

 

 

 

Liabilities

Payable for investments purchased

Regular delivery

$ 1,182,254

 

Delayed delivery

1,689,050

 

Payable for fund shares redeemed

2,886,835

Accrued management fee

652,945

Distribution and service plan fees payable

24,970

Other affiliated payables

211,160

Other payables and accrued expenses

126,294

Collateral on securities loaned, at value

26,860,023

Total liabilities

33,633,531

 

 

 

Net Assets

$ 869,479,666

Net Assets consist of:

 

Paid in capital

$ 851,358,414

Undistributed net investment income

2,441,101

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(85,653,683)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

101,333,834

Net Assets

$ 869,479,666

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share
($19,720,315 ÷ 965,882 shares)

$ 20.42

 

 

 

Maximum offering price per share (100/94.25 of $20.42)

$ 21.67

Class T:
Net Asset Value
and redemption price per share ($16,092,042 ÷ 795,270 shares)

$ 20.23

 

 

 

Maximum offering price per share (100/96.50 of $20.23)

$ 20.96

Class B:
Net Asset Value
and offering price per share ($3,457,061 ÷ 174,710 shares)A

$ 19.79

 

 

 

Class C:
Net Asset Value
and offering price per share ($13,501,307 ÷ 680,118 shares)A

$ 19.85

 

 

 

International Small Cap:
Net Asset Value
, offering price and redemption price per share ($808,478,028 ÷ 39,124,218 shares)

$ 20.66

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($8,230,913 ÷ 398,399 shares)

$ 20.66

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Operations

  

Year ended October 31, 2010

Investment Income

  

  

Dividends (including $659,049 earned from other affiliated issuers)

 

$ 13,399,968

Interest

 

2,449

Income from Fidelity Central Funds (including $829,746 from security lending)

 

879,847

Income before foreign taxes withheld

 

14,282,264

Less foreign taxes withheld

 

(840,519)

Total income

 

13,441,745

 

 

 

Expenses

Management fee
Basic fee

$ 6,469,279

Performance adjustment

1,311,370

Transfer agent fees

2,167,890

Distribution and service plan fees

254,737

Accounting and security lending fees

371,480

Custodian fees and expenses

294,480

Independent trustees' compensation

4,208

Registration fees

88,212

Audit

141,668

Legal

3,656

Miscellaneous

10,051

Total expenses before reductions

11,117,031

Expense reductions

(199,347)

10,917,684

Net investment income (loss)

2,524,061

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $39,190)

48,923,650

Other affiliated issuers

(1,945,619)

 

Foreign currency transactions

7,621

Futures contracts

(1,268,507)

Capital gain distributions from Fidelity Central Funds

1,843

 

Total net realized gain (loss)

 

45,718,988

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $17,326)

97,289,267

Assets and liabilities in foreign currencies

34,009

Futures contracts

53,183

Total change in net unrealized appreciation (depreciation)

 

97,376,459

Net gain (loss)

143,095,447

Net increase (decrease) in net assets resulting from operations

$ 145,619,508

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 2,524,061

$ 3,237,964

Net realized gain (loss)

45,718,988

(79,176,066)

Change in net unrealized appreciation (depreciation)

97,376,459

297,287,070

Net increase (decrease) in net assets resulting from operations

145,619,508

221,348,968

Distributions to shareholders from net investment income

(3,368,409)

-

Distributions to shareholders from net realized gain

(14,323,742)

-

Total distributions

(17,692,151)

-

Share transactions - net increase (decrease)

26,936,768

(81,370,441)

Redemption fees

118,859

67,796

Total increase (decrease) in net assets

154,982,984

140,046,323

 

 

 

Net Assets

Beginning of period

714,496,682

574,450,359

End of period (including undistributed net investment income of $2,441,101 and undistributed net investment income of $3,237,964, respectively)

$ 869,479,666

$ 714,496,682

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 17.28

$ 11.91

$ 31.14

$ 28.79

$ 26.69

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .03

  .06

  - H

  .03

  (.02)

Net realized and unrealized gain (loss)

  3.51

  5.31

  (14.03)

  7.97

  5.05

Total from investment operations

  3.54

  5.37

  (14.03)

  8.00

  5.03

Distributions from net investment income

  (.06)

  -

  (.03)

  -

  (.05)

Distributions from net realized gain

  (.34)

  -

  (5.18)

  (5.65)

  (2.89)

Total distributions

  (.40)

  -

  (5.20) I

  (5.65)

  (2.94)

Redemption fees added to paid in capital C

  - H

  - H

  - H

  - H

  .01

Net asset value, end of period

$ 20.42

$ 17.28

$ 11.91

$ 31.14

$ 28.79

Total Return A,B

  20.85%

  45.09%

  (53.35)%

  33.43%

  20.22%

Ratios to Average Net Assets D,G

 

 

 

 

 

Expenses before reductions

  1.71%

  1.75%

  1.82%

  1.53%

  1.64%

Expenses net of fee waivers, if any

  1.65%

  1.65%

  1.65%

  1.53%

  1.64%

Expenses net of all reductions

  1.63%

  1.62%

  1.60%

  1.49%

  1.58%

Net investment income (loss)

  .16%

  .41%

  -% F

  .10%

  (.08)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 19,720

$ 17,590

$ 13,561

$ 38,585

$ 36,701

Portfolio turnover rate E

  66%

  81%

  113%

  70%

  84%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Amount represents less than .01%.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

I Total distributions of $5.20 per share is comprised of distributions from net investment income of $.026 and distributions from net realized gain of $5.176 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 17.14

$ 11.84

$ 30.96

$ 28.64

$ 26.57

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  (.02)

  .02

  (.05)

  (.04)

  (.09)

Net realized and unrealized gain (loss)

  3.47

  5.28

  (13.95)

  7.93

  5.03

Total from investment operations

  3.45

  5.30

  (14.00)

  7.89

  4.94

Distributions from net investment income

  (.02)

  -

  -

  -

  -

Distributions from net realized gain

  (.34)

  -

  (5.12)

  (5.57)

  (2.88)

Total distributions

  (.36)

  -

  (5.12)

  (5.57)

  (2.88)

Redemption fees added to paid in capital C

  - G

  - G

  - G

  - G

  .01

Net asset value, end of period

$ 20.23

$ 17.14

$ 11.84

$ 30.96

$ 28.64

Total Return A,B

  20.46%

  44.76%

  (53.46)%

  33.07%

  19.93%

Ratios to Average Net Assets D,F

 

 

 

 

 

Expenses before reductions

  1.97%

  2.00%

  2.07%

  1.77%

  1.89%

Expenses net of fee waivers, if any

  1.90%

  1.90%

  1.90%

  1.77%

  1.89%

Expenses net of all reductions

  1.88%

  1.86%

  1.86%

  1.73%

  1.83%

Net investment income (loss)

  (.09)%

  .16%

  (.25)%

  (.14)%

  (.32)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 16,092

$ 15,760

$ 13,493

$ 40,823

$ 41,982

Portfolio turnover rate E

  66%

  81%

  113%

  70%

  84%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 16.78

$ 11.65

$ 30.49

$ 28.26

$ 26.24

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)C

  (.10)

  (.04)

  (.16)

  (.18)

  (.24)

Net realized and unrealized gain (loss)

  3.39

  5.17

  (13.73)

  7.82

  4.98

Total from investment operations

  3.29

  5.13

  (13.89)

  7.64

  4.74

Distributions from net realized gain

  (.28)

  -

  (4.95)

  (5.41)

  (2.73)

Redemption fees added to paid in capitalC

  - G

  - G

  - G

  - G

  .01

Net asset value, end of period

$ 19.79

$ 16.78

$ 11.65

$ 30.49

$ 28.26

Total Return A,B

  19.90%

  44.03%

  (53.68)%

  32.38%

  19.28%

Ratios to Average Net Assets D,F

 

 

 

 

 

Expenses before reductions

  2.47%

  2.49%

  2.58%

  2.30%

  2.48%

Expenses net of fee waivers, if any

  2.40%

  2.40%

  2.40%

  2.30%

  2.40%

Expenses net of all reductions

  2.38%

  2.36%

  2.36%

  2.26%

  2.34%

Net investment income (loss)

  (.59)%

  (.33)%

  (.75)%

  (.66)%

  (.84)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 3,457

$ 3,601

$ 3,230

$ 10,704

$ 11,354

Portfolio turnover rate E

  66%

  81%

  113%

  70%

  84%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 16.85

$ 11.70

$ 30.62

$ 28.33

$ 26.31

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  (.10)

  (.04)

  (.16)

  (.17)

  (.23)

Net realized and unrealized gain (loss)

  3.40

  5.19

  (13.78)

  7.85

  4.99

Total from investment operations

  3.30

  5.15

  (13.94)

  7.68

  4.76

Distributions from net realized gain

  (.30)

  -

  (4.98)

  (5.39)

  (2.75)

Redemption fees added to paid in capital C

  - G

  - G

  - G

  - G

  .01

Net asset value, end of period

$ 19.85

$ 16.85

$ 11.70

$ 30.62

$ 28.33

Total Return A,B

  19.86%

  44.02%

  (53.67)%

  32.39%

  19.34%

Ratios to Average Net Assets D,F

 

 

 

 

 

Expenses before reductions

  2.42%

  2.49%

  2.57%

  2.26%

  2.38%

Expenses net of fee waivers, if any

  2.40%

  2.40%

  2.40%

  2.26%

  2.38%

Expenses net of all reductions

  2.37%

  2.36%

  2.36%

  2.22%

  2.32%

Net investment income (loss)

  (.59)%

  (.33)%

  (.76)%

  (.62)%

  (.81)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 13,501

$ 5,814

$ 5,658

$ 20,094

$ 21,335

Portfolio turnover rate E

  66%

  81%

  113%

  70%

  84%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Small Cap

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 17.48

$ 12.03

$ 31.44

$ 29.03

$ 26.89

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .07

  .08

  .03

  .12

  .08

Net realized and unrealized gain (loss)

  3.53

  5.37

  (14.14)

  8.03

  5.08

Total from investment operations

  3.60

  5.45

  (14.11)

  8.15

  5.16

Distributions from net investment income

  (.08)

  -

  (.12)

  (.07)

  (.14)

Distributions from net realized gain

  (.34)

  -

  (5.18)

  (5.67)

  (2.89)

Total distributions

  (.42)

  -

  (5.30)

  (5.74)

  (3.03)

Redemption fees added to paid in capital B

  - F

  - F

  - F

  - F

  .01

Net asset value, end of period

$ 20.66

$ 17.48

$ 12.03

$ 31.44

$ 29.03

Total Return A

  21.02%

  45.30%

  (53.25)%

  33.82%

  20.65%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  1.44%

  1.48%

  1.49%

  1.19%

  1.28%

Expenses net of fee waivers, if any

  1.44%

  1.48%

  1.49%

  1.19%

  1.28%

Expenses net of all reductions

  1.42%

  1.44%

  1.44%

  1.15%

  1.22%

Net investment income (loss)

  .37%

  .58%

  .16%

  .45%

  .29%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 808,478

$ 669,035

$ 536,291

$ 1,663,761

$ 1,816,059

Portfolio turnover rate D

  66%

  81%

  113%

  70%

  84%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 17.47

$ 12.01

$ 31.38

$ 28.99

$ 26.86

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .09

  .09

  .05

  .12

  .08

Net realized and unrealized gain (loss)

  3.53

  5.37

  (14.12)

  8.02

  5.07

Total from investment operations

  3.62

  5.46

  (14.07)

  8.14

  5.15

Distributions from net investment income

  (.09)

  -

  (.12)

  (.07)

  (.14)

Distributions from net realized gain

  (.34)

  -

  (5.18)

  (5.68)

  (2.89)

Total distributions

  (.43)

  -

  (5.30)

  (5.75)

  (3.03)

Redemption fees added to paid in capital B

  - F

  - F

  - F

  - F

  .01

Net asset value, end of period

$ 20.66

$ 17.47

$ 12.01

$ 31.38

$ 28.99

Total Return A

  21.15%

  45.46%

  (53.22)%

  33.84%

  20.65%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  1.34%

  1.45%

  1.49%

  1.18%

  1.29%

Expenses net of fee waivers, if any

  1.34%

  1.40%

  1.40%

  1.18%

  1.29%

Expenses net of all reductions

  1.31%

  1.37%

  1.35%

  1.14%

  1.23%

Net investment income (loss)

  .47%

  .66%

  .25%

  .45%

  .28%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 8,231

$ 2,696

$ 2,217

$ 7,774

$ 9,050

Portfolio turnover rate D

  66%

  81%

  113%

  70%

  84%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity International Small Cap Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, International Small Cap and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

(ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in significant transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Debt securities, including restricted securities, are valued based on evaluated prices received from independent pricing services or from dealers who make markets in such securities. For foreign government and government agency obligations, pricing services utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices and are generally categorized as Level 2 in the hierarchy.

Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded and are categorized as Level 1 in the hierarchy. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing matrices which consider similar factors that would be used by independent pricing services. These are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, futures transactions, certain foreign taxes, foreign currency transactions, passive foreign investment companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 176,930,918

Gross unrealized depreciation

(111,385,171)

Net unrealized appreciation (depreciation)

$ 65,545,747

 

 

Tax Cost

$ 830,035,218

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 30,617,208

Capital loss carryforward

$ (78,127,356)

Net unrealized appreciation (depreciation)

$ 65,646,142

The tax character of distributions paid was as follows:

 

October 31,
2010

October 31,
2009

Ordinary Income

$ 17,692,151

$ -

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days are subject to a redemption fee equal to 2.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

Annual Report

Notes to Financial Statements - continued

4. Operating Policies.

Delayed Delivery Transactions and When-Issued Securities. The Fund may purchase or sell securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. During the time a delayed delivery sell is outstanding, the contract is marked-to-market daily and equivalent deliverable securities are held for the transaction. The securities purchased on a delayed delivery or when-issued basis are identified as such in the Fund's Schedule of Investments. The Fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the Fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract's terms, or if the issuer does not issue the securities due to political, economic, or other factors.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund uses derivative instruments (derivatives), including futures contracts, in order to meet its investment objectives. The strategy is to use derivatives to increase returns, to gain exposure to certain types of assets and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives may increase or decrease its exposure to the following risk:

Equity Risk

Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.

Annual Report

5. Derivative Instruments - continued

Risk Exposures and the Use of Derivative Instruments - continued

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to sell the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. The Fund's maximum risk of loss from counterparty credit risk is generally the aggregate unrealized appreciation and unpaid counterparty fees in excess of any collateral pledged by the counterparty to the Fund. Counterparty risk related to exchange-traded futures contracts is minimal because of the protection provided by the exchange on which they trade. Risk of loss may exceed the amounts recognized in the Statement of Assets and Liabilities.

Net Realized Gain (Loss) and Change in Net Unrealized Appreciation (Depreciation) on Derivatives. The table below, which reflects the impacts of derivatives on the financial performance of the Fund, summarizes the net realized gain (loss) and change in net unrealized appreciation (depreciation) for derivatives during the period.

Risk Exposure / Derivative Type

Net Realized
Gain (Loss)

Change in
Net Unrealized
Appreciation (Depreciation)

Equity Risk

 

 

Futures Contracts (a)

$ (1,268,507)

$ 53,183

(a) A summary of the value of derivatives by risk exposure as of period end, if any, is included at the end of the Schedule of Investments and is representative of activity for the period.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund uses futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). Realized gain or (loss) is recorded upon the expiration or closing of a futures contract. The net realized gain (loss) and change in net unrealized appreciation (depreciation) on futures contracts during the period is included in the Statement of Operations.

Annual Report

Notes to Financial Statements - continued

5. Derivative Instruments - continued

Futures Contracts - continued

The underlying face amount at value of open futures contracts at period end is shown in the Schedule of Investments under the caption "Futures Contracts." This amount reflects each contract's exposure to the underlying instrument at period end. Securities deposited to meet initial margin requirements are identified in the Schedule of Investments. The receivable and/or payable for the variation margin are reflected in the Statement of Assets and Liabilities.

Certain risks may arise upon entering into futures contracts, including the risk that an illiquid market may limit the ability to close out a futures contract prior to settlement date.

6. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $476,133,271 and $487,415,757, respectively.

7. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .60% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of International Small Cap as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was 1.03% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the

Annual Report

7. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 46,378

$ 908

Class T

.25%

.25%

77,108

-

Class B

.75%

.25%

33,825

25,398

Class C

.75%

.25%

97,426

5,162

 

 

 

$ 254,737

$ 31,468

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 5,297

Class T

1,916

Class B*

3,454

Class C*

33

 

$ 10,700

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees

Annual Report

Notes to Financial Statements - continued

7. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 57,208

.31

Class T

48,466

.31

Class B

10,550

.31

Class C

27,486

.28

International Small Cap

2,013,385

.29

Institutional Class 

10,795

.22

 

$ 2,167,890

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $11 for the period.

8. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $2,930 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

Annual Report

9. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. The value of securities loaned to FCM at period end was $280,736. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds and includes $792 from securities loaned to FCM.

10. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class A

1.65%

$ 11,149

Class T

1.90%

11,145

Class B

2.40%

2,441

Class C

2.40%

2,105

 

 

$ 26,840

Effective January 1, 2011 the expense limitations will be eliminated.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $172,507 for the period.

Annual Report

Notes to Financial Statements - continued

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Class A

$ 59,453

$ -

Class T

16,412

-

International Small Cap

3,278,578

-

Institutional Class

13,966

-

Total

$ 3,368,409

$ -

From net realized gain

 

 

Class A

$ 354,632

$ -

Class T

310,013

-

Class B

60,241

-

Class C

116,929

-

International Small Cap

13,430,315

-

Institutional Class

51,612

-

Total

$ 14,323,742

$ -

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Class A

 

 

 

 

Shares sold

380,659

269,227

$ 6,723,746

$ 3,575,375

Reinvestment of distributions

22,435

-

393,061

-

Shares redeemed

(454,943)

(389,847)

(8,359,905)

(5,330,857)

Net increase (decrease)

(51,849)

(120,620)

$ (1,243,098)

$ (1,755,482)

Class T

 

 

 

 

Shares sold

143,286

158,075

$ 2,532,790

$ 2,173,778

Reinvestment of distributions

18,371

-

319,658

-

Shares redeemed

(286,001)

(377,899)

(4,986,007)

(4,876,919)

Net increase (decrease)

(124,344)

(219,824)

$ (2,133,559)

$ (2,703,141)

Class B

 

 

 

 

Shares sold

14,694

8,564

$ 256,700

$ 108,038

Reinvestment of distributions

3,302

-

56,465

-

Shares redeemed

(57,958)

(71,172)

(990,211)

(857,564)

Net increase (decrease)

(39,962)

(62,608)

$ (677,046)

$ (749,526)

Class C

 

 

 

 

Shares sold

430,838

21,018

$ 7,671,593

$ 275,491

Reinvestment of distributions

6,001

-

102,910

-

Shares redeemed

(101,847)

(159,519)

(1,759,170)

(1,999,518)

Net increase (decrease)

334,992

(138,501)

$ 6,015,333

$ (1,724,027)

Annual Report

12. Share Transactions - continued

Transactions for each class of shares were as follows: - continued

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

International Small Cap

 

 

 

 

Shares sold

10,330,000

4,989,568

$ 188,548,758

$ 69,926,221

Reinvestment of distributions

888,440

-

15,725,385

-

Shares redeemed

(10,371,667)

(11,303,255)

(183,663,034)

(144,001,202)

Net increase (decrease)

846,773

(6,313,687)

$ 20,611,109

$ (74,074,981)

Institutional Class

 

 

 

 

Shares sold

288,839

28,026

$ 5,178,797

$ 355,084

Reinvestment of distributions

2,890

-

51,087

-

Shares redeemed

(47,677)

(58,235)

(865,855)

(718,368)

Net increase (decrease)

244,052

(30,209)

$ 4,364,029

$ (363,284)

13. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity International Small Cap Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity International Small Cap Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2010, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity International Small Cap Fund as of October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 17, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Annual Report

Trustees and Officers - continued

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Thomas C. Hense (46)

 

Year of Election or Appointment: 2008 or 2010

Vice President of Fidelity's High Income (2008), Small Cap (2008), and Value (2010) Funds. Previously, Mr. Hense served as a portfolio manager for Fidelity's Institutional Money Management Group (Pyramis) (2003-2008).

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Advisor International Small Cap Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Class A

12/06/10

12/03/10

$0.016

$0.661

Class T

12/06/10

12/03/10

$0.000

$0.627

Class B

12/06/10

12/03/10

$0.000

$0.521

Class C

12/06/10

12/03/10

$0.000

$0.591

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Class A

12/7/09

$0.153

$0.0141

Class T

12/7/09

$0.138

$0.0141

Class B

12/7/09

$0.111

$0.0141

Class C

12/7/09

$0.117

$0.0141

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Small Cap Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured over multiple periods against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, the cumulative total returns of Institutional Class (Class I) and Class B of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund. The returns of Institutional Class (Class I) and Class B show the performance of the highest and lowest performing classes, respectively (based on five-year performance). The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Fidelity International Small Cap Fund

elm803

The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of Institutional Class (Class I) of the fund was in the third quartile for the one-year period, the first quartile for the three-year period, and the second quartile for the five-year period. The Board also noted that the investment performance of Institutional Class (Class I) of the fund compared favorably to its benchmark for the three- and five-year periods, although the fund's one-year cumulative total return was lower than its benchmark. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group is broader than the Lipper peer group used by the Board for performance comparisons because the Total Mapped Group combines several Lipper investment objective categories while the Lipper peer group does not. The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 19% means that 81% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Fidelity International Small Cap Fund

elm805

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, and the retail class ranked below its competitive median for 2009, the total expenses of Institutional Class ranked equal to its competitive median for 2009, and the total expenses of Class T ranked above its competitive median for 2009. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis
Company

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors (UK) Ltd.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Bank of New York Mellon

New York, NY

AISC-UANN-1210
1.793568.107

elm807

(Fidelity Investment logo)(registered trademark)
Fidelity AdvisorSM
International Small Cap
Fund - Institutional Class

Annual Report

October 31, 2010

Institutional Class is a class of
Fidelity® International Small Cap Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Managers' review of fundperformance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Life of
fund
A

  Institutional Class B

21.15%

5.89%

17.83%

A From September 18, 2002.

B The initial offering of Institutional Class shares took place on May 27, 2003. Returns prior to May 27, 2003 are those of Fidelity® International Small Cap Fund, the original class of the fund.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity AdvisorSM International Small Cap Fund - Institutional Class, a class of the fund, on September 18, 2002, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE® Small Cap Index performed over the same period. The initial offering of Institutional Class took place on May 27, 2003. See above for additional information regarding the performance of Institutional Class. elm821

Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Colin Stone, Noriko Takahashi and Dale Nicholls, Co-Portfolio Managers of Fidelity AdvisorSM International Small Cap Fund: During the year, the fund's Institutional Class gained 21.15%, topping the 14.31% mark of the MSCI EAFE® (Europe, Australasia, Far East) Small Cap Index. The biggest boost to relative performance came from stock selection in consumer discretionary. Among countries, performance benefited the most from favorable picks in China and Australia as well as a large overweighting and solid picks in Germany. On the negative side, stock selection in industrials significantly dampened the fund's gain. Geographically, stock picking in the United Kingdom and France hampered performance. All three subportfolios solidly beat their respective benchmarks. The Asia-Pacific ex Japan "sub" was boosted by Hong Kong holding Sino Prosper State Gold Resources Holdings, while Australian oil/gas exploration holding AWE detracted. The Europe/Africa/Middle East sub was lifted by Canada's European Goldfields. Connaught - a U.K. provider of housing-related services - curbed results. In the Japanese subportfolio, the top contributor was auto transmission maker Exedy. Conversely, an out-of-benchmark stake in Ibiden, which makes printed circuit boards, hurt.

Note to shareholders: The fund reopened to new accounts on November 10, 2009.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Annual Report

 

Annualized
Expense
Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to October 31, 2010

Class A

1.65%

 

 

 

Actual

 

$ 1,000.00

$ 1,114.00

$ 8.79

HypotheticalA

 

$ 1,000.00

$ 1,016.89

$ 8.39

Class T

1.90%

 

 

 

Actual

 

$ 1,000.00

$ 1,112.10

$ 10.11

HypotheticalA

 

$ 1,000.00

$ 1,015.63

$ 9.65

Class B

2.40%

 

 

 

Actual

 

$ 1,000.00

$ 1,109.90

$ 12.76

HypotheticalA

 

$ 1,000.00

$ 1,013.11

$ 12.18

Class C

2.40%

 

 

 

Actual

 

$ 1,000.00

$ 1,109.60

$ 12.76

HypotheticalA

 

$ 1,000.00

$ 1,013.11

$ 12.18

International Small Cap

1.36%

 

 

 

Actual

 

$ 1,000.00

$ 1,115.60

$ 7.25

HypotheticalA

 

$ 1,000.00

$ 1,018.35

$ 6.92

Institutional Class

1.31%

 

 

 

Actual

 

$ 1,000.00

$ 1,116.20

$ 6.99

HypotheticalA

 

$ 1,000.00

$ 1,018.60

$ 6.67

A 5% return per year before expenses

*Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

elm707

Japan 23.4%

 

elm709

United Kingdom 16.7%

 

elm711

Germany 9.5%

 

elm713

France 8.8%

 

elm715

Australia 7.4%

 

elm717

United States of America 4.2%

 

elm719

Cayman Islands 2.7%

 

elm721

Canada 2.2%

 

elm723

Norway 2.0%

 

elm725

Other 23.1%

 

elm833

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

elm707

Japan 25.6%

 

elm709

United Kingdom 15.7%

 

elm711

Germany 10.7%

 

elm713

France 9.3%

 

elm715

Australia 7.4%

 

elm717

United States of America 3.5%

 

elm719

Netherlands 2.9%

 

elm721

Bermuda 2.4%

 

elm723

Cayman Islands 1.8%

 

elm725

Other 20.7%

 

elm845

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks, Investment Companies and Equity Futures

96.1

96.8

Short-Term Investments and Net Other Assets

3.9

3.2

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

European Goldfields Ltd. (Canada, Metals & Mining)

1.3

0.8

IG Group Holdings PLC (United Kingdom, Diversified Financial Services)

1.2

1.0

SeLoger.com (France, Media)

1.1

1.0

Elekta AB (B Shares) (Sweden, Health Care Equipment & Supplies)

1.1

0.9

Ipsos SA (France, Media)

1.0

0.8

Gemalto NV (Netherlands, Computers & Peripherals)

1.0

1.1

Lanxess AG (Germany, Chemicals)

1.0

0.8

Wacker Chemie AG (Germany, Chemicals)

1.0

0.5

Craneware PLC (United Kingdom, Health Care Technology)

0.9

0.7

Pertama Holdings Ltd. (Singapore, Specialty Retail)

0.8

0.0

 

10.4

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Discretionary

19.2

18.6

Information Technology

16.8

17.0

Industrials

15.1

19.3

Materials

12.8

10.8

Financials

10.5

10.9

Health Care

9.5

9.6

Energy

5.9

5.3

Telecommunication Services

2.1

2.1

Consumer Staples

1.7

1.6

Utilities

0.8

0.9

Annual Report

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 94.4%

Shares

Value

Australia - 7.4%

Allied Gold Ltd. (a)

12,713,939

$ 5,667,121

Allied Gold Ltd. (United Kingdom) (a)

4,914,800

2,145,732

Ausenco Ltd.

305,858

764,066

Austal Ltd.

1,095,023

2,628,211

Australian Worldwide Exploration Ltd. (a)

922,101

1,359,521

BlueScope Steel Ltd.

214,319

418,865

carsales.com Ltd.

151,787

706,316

Centamin Egypt Ltd. (United Kingdom) (a)

1,924,214

5,333,381

Charter Hall Group unit

2,530,982

1,388,507

Discovery Metals Ltd. (a)

875,240

1,007,479

DUET Group

688,657

1,170,505

Goodman Group unit

6,343,283

3,914,944

Industrea Ltd.

2,671,615

1,203,934

Iress Market Technology Ltd.

142,341

1,220,138

Ironbark Zinc Ltd. (a)

2,305,831

564,727

Kingsgate Consolidated NL (d)

99,427

976,959

Lynas Corp. Ltd. (a)

1,537,632

2,206,790

MAp Group unit

226,044

675,404

Medusa Mining Ltd.

239,743

1,308,194

Mineral Deposits Ltd. (a)

5,620,000

6,391,999

Monto Minerals Ltd. (a)

273,551

2,412

Navitas Ltd.

871,259

3,269,016

Northern Iron Ltd. (a)(d)

423,362

638,710

Panaust Ltd. (a)

2,277,343

1,662,094

Ramsay Health Care Ltd.

179,829

2,757,052

realestate.com.au Ltd.

82,531

871,579

SAI Global Ltd.

1,018,293

4,369,360

SomnoMed Ltd. (a)

331,849

334,849

Spark Infrastructure Group unit (f)

1,461,561

1,603,636

Super Cheap Auto Group Ltd.

296,366

1,936,534

Tiger Resources Ltd. (a)

14,407,421

5,151,694

Wotif.com Holdings Ltd.

255,354

1,170,737

TOTAL AUSTRALIA

64,820,466

Bailiwick of Jersey - 0.2%

Renewable Energy Generation Ltd.

1,777,200

1,409,434

Belgium - 0.3%

EVS Broadcast Equipment SA

7,700

483,209

Hansen Transmissions International NV (a)

2,639,400

1,889,813

TOTAL BELGIUM

2,373,022

Common Stocks - continued

Shares

Value

Bermuda - 1.9%

Asia Satellite Telecommunications Holdings Ltd.

271,000

$ 489,469

Asian Citrus Holdings Ltd.

615,000

708,524

Biosensors International Group Ltd. (a)

1,769,000

1,530,773

China Animal Healthcare Ltd.

4,707,000

1,236,483

China LotSynergy Holdings Ltd. (a)

7,324,000

283,464

China Water Affairs Group Ltd.

1,134,000

434,508

Luk Fook Holdings International Ltd.

1,162,000

2,851,313

Man Wah Holdings Ltd.

260,000

364,948

Mingyuan Medicare Development Co. Ltd.

2,870,000

399,884

Noble Group Ltd.

315,272

453,068

Oakley Capital Investments Ltd. (a)

1,285,000

2,655,804

Sihuan Pharmaceutical Holdings Group Ltd.

42,000

30,506

Texwinca Holdings Ltd.

1,402,000

1,530,194

Vtech Holdings Ltd.

349,700

3,638,549

TOTAL BERMUDA

16,607,487

British Virgin Islands - 0.7%

Albidon Ltd. CDI (a)

1,469,000

208,670

Kalahari Energy (a)(h)

1,451,000

15

Playtech Ltd.

845,876

6,067,999

TOTAL BRITISH VIRGIN ISLANDS

6,276,684

Canada - 2.2%

AirSea Lines (a)(h)

1,893,338

26

AirSea Lines warrants 8/4/11 (a)(h)

1,862,300

26

Banro Corp. (a)

637,400

1,874,890

Equinox Minerals Ltd. unit (a)(d)

306,097

1,673,263

European Goldfields Ltd. (a)

854,800

11,549,303

Platmin Ltd. (a)

3,649,900

3,888,712

Rock Well Petroleum, Inc. (a)(h)

770,400

8

Starfield Resources, Inc. (a)

4,328,075

233,399

TOTAL CANADA

19,219,627

Cayman Islands - 2.7%

AirMedia Group, Inc. ADR (a)

28,300

195,553

China Automation Group Ltd.

405,000

316,633

China Dongxiang Group Co. Ltd.

657,000

367,861

China Forestry Holdings Co. Ltd.

814,000

386,456

China Haidian Holdings Ltd.

2,154,000

358,479

China High Precision Automation Group Ltd.

712,000

453,769

China Lilang Ltd.

340,000

531,630

China Metal International Holdings, Inc.

1,036,000

264,639

China Real Estate Information Corp. ADR (d)

65,100

645,141

Common Stocks - continued

Shares

Value

Cayman Islands - continued

CNinsure, Inc. ADR (d)

31,900

$ 819,830

Ctrip.com International Ltd. sponsored ADR (a)

39,300

2,046,351

Daphne International Holdings Ltd.

1,392,000

1,555,197

EVA Precision Industrial Holdings Ltd.

5,562,000

4,613,922

Fook Woo Group Holdings Ltd.

1,099,000

388,487

Global Dairy Holdings Ltd.

197,000

97,849

Global Education & Technology Group Ltd. ADR (a)

3,300

32,769

Hengdeli Holdings Ltd.

1,124,000

623,538

Kingdee International Software Group Co. Ltd.

1,406,000

741,886

Little Sheep Group Ltd.

614,000

400,026

Maoye International Holdings Ltd.

938,000

404,183

Marwyn Value Investors II Ltd. (a)

1,846,800

2,515,023

Neo-Neon Holdings Ltd.

804,000

489,583

Orchid Developments Group Ltd. (a)

1,211,000

523,855

PCD Stores Group Ltd.

1,046,000

337,365

Perfect World Co. Ltd. sponsored ADR Class B (a)

28,400

920,160

Sino-Life Group Ltd. (a)

2,608,000

306,180

TAL Education Group ADR (a)

6,600

117,480

TPK Holdings Co.

2,000

33,001

VST Holdings Ltd. (a)

1,582,000

404,110

Xingda International Holdings Ltd.

1,656,000

1,728,372

Yip's Chemical Holdings Ltd.

592,000

704,175

TOTAL CAYMAN ISLANDS

23,323,503

China - 1.5%

51job, Inc. sponsored ADR (a)

12,800

577,024

AMVIG Holdings Ltd.

764,000

620,958

Baidu.com, Inc. sponsored ADR (a)

9,200

1,012,092

China Metal Recycling (Holdings) Ltd.

333,600

371,420

Dalian Port (PDA) Co. Ltd. (H Shares)

1,786,000

771,888

Digital China Holdings Ltd. (H Shares)

239,000

431,672

Focus Media Holding Ltd. ADR (a)(d)

15,300

378,675

Global Bio-Chem Technology Group Co. Ltd. (a)

2,672,800

434,475

Harbin Power Equipment Co. Ltd. (H Shares)

492,000

662,665

Minth Group Ltd.

596,000

1,114,917

People's Food Holdings Ltd.

992,000

536,506

Royale Furniture Holdings Ltd.

1,854,000

676,900

Sino Prosper State Gold Resources Holdings, Ltd. (a)

74,820,000

3,764,528

Weiqiao Textile Co. Ltd. (H Shares)

2,055,500

1,620,268

Zhaojin Mining Industry Co. Ltd. (H Shares)

58,500

181,887

TOTAL CHINA

13,155,875

Common Stocks - continued

Shares

Value

Cyprus - 0.8%

Buried Hill Energy (Cyprus) PCL (a)(h)

1,947,000

$ 4,867,500

Mirland Development Corp. PLC (a)

781,900

2,242,371

TOTAL CYPRUS

7,109,871

Denmark - 0.9%

DSV de Sammensluttede Vognmaend AS

250,000

5,122,129

Pandora A/S

52,300

2,537,366

William Demant Holding AS (a)

200

14,991

TOTAL DENMARK

7,674,486

France - 8.8%

Altamir Amboise (a)

544,400

4,264,755

ALTEN

114,000

3,806,214

Audika SA

113,113

2,762,214

Compagnie Generale de Geophysique SA (a)

188,400

4,399,670

Delachaux SA

80,541

6,569,472

Devoteam SA

38,800

1,071,667

Faiveley Transport

50,672

4,283,334

Iliad Group SA

46,742

5,261,668

Ipsos SA

184,600

8,875,855

Laurent-Perrier Group

20,860

2,350,787

LeGuide.com SA (a)

85,800

3,261,637

Maisons France Confort (d)

89,444

3,895,500

Meetic

187,600

5,599,223

Sartorius Stedim Biotech

53,700

2,464,294

SeLoger.com

198,800

9,985,991

Sopra Group SA

37,800

3,146,867

SR Teleperformance SA

131,700

4,152,535

Trigano SA (a)

22,591

581,534

TOTAL FRANCE

76,733,217

Germany - 9.3%

CENTROTEC Sustainable AG (a)

131,581

3,097,855

CTS Eventim AG

111,908

6,315,776

Delticom AG

70,400

5,612,998

Drillisch AG

679,100

5,802,838

ElringKlinger AG

184,000

6,130,562

Freenet AG

164,700

2,086,839

GFK AG

142,601

6,020,128

HeidelbergCement AG

119,666

6,258,250

KROMI Logistik AG

118,100

1,331,075

Lanxess AG

121,885

8,479,844

Rational AG (d)

15,920

3,557,593

Common Stocks - continued

Shares

Value

Germany - continued

SMA Solar Technology AG (d)

31,200

$ 3,681,443

STRATEC Biomedical Systems AG

77,910

2,931,891

Tom Tailor Holding AG

204,300

4,335,167

United Internet AG

390,613

6,997,800

Wacker Chemie AG

40,000

8,251,299

TOTAL GERMANY

80,891,358

Greece - 0.2%

Babis Vovos International Technical SA (a)

149,200

506,555

Jumbo SA

161,000

1,238,850

TOTAL GREECE

1,745,405

Hong Kong - 1.0%

Dah Sing Financial Holdings Ltd.

102,400

710,740

GZI Transport Ltd.

950,000

495,146

I.T Ltd.

2,064,000

1,741,469

Magnificent Estates Ltd.

18,070,000

582,809

REXCAPITAL Financial Holdings Ltd.

4,600,000

427,286

Singamas Container Holdings Ltd. (a)

3,966,000

895,404

Techtronic Industries Co. Ltd.

3,251,000

3,292,417

Tian An China Investments Co. Ltd.

669,000

516,989

TOTAL HONG KONG

8,662,260

Iceland - 0.7%

Ossur hf (a)

3,457,100

6,515,406

India - 0.2%

Educomp Solutions Ltd.

24,874

308,898

Geodesic Ltd.

256,340

676,055

Grasim Industries Ltd.

6,876

361,522

Indian Overseas Bank

110,621

398,810

The Jammu & Kashmir Bank Ltd.

14,265

293,008

TOTAL INDIA

2,038,293

Indonesia - 0.4%

AKR Corporindo Tbk PT

5,225,000

882,768

PT Ciputra Development Tbk (a)

12,376,500

581,608

PT Lippo Karawaci Tbk

9,290,500

644,487

PT Mayora Indah Tbk

372,500

502,223

PT Mitra Adiperkasa Tbk

1,436,000

409,711

PT Tower Bersama Infrastructure Tbk

402,500

114,839

TOTAL INDONESIA

3,135,636

Common Stocks - continued

Shares

Value

Ireland - 0.9%

James Hardie Industries NV unit (a)

132,009

$ 697,049

Kenmare Resources PLC (a)

14,887,700

4,627,352

Petroceltic International PLC (a)

11,142,200

2,008,291

Petroneft Resources PLC (a)

952,400

715,617

Vimio PLC (a)

867,300

14

TOTAL IRELAND

8,048,323

Isle of Man - 1.5%

Exillon Energy PLC

1,511,200

6,343,463

IBS Group Holding Ltd. GDR (Reg. S) (a)

317,700

7,028,812

TOTAL ISLE OF MAN

13,372,275

Italy - 0.8%

Seldovia Native Association, Inc. (SNAI) (a)

209,590

831,157

Tod's SpA

60,255

5,841,260

TOTAL ITALY

6,672,417

Japan - 23.4%

ABC-Mart, Inc.

50,700

1,724,443

Air Water, Inc.

190,000

2,217,099

Aozora Bank Ltd.

1,390,000

2,331,925

AQ Interactive, Inc. (d)

705

876,979

ARCS Co. Ltd.

133,600

1,731,637

Arnest One Corp.

44,100

466,374

Asahi Co. Ltd.

58,000

857,711

Asahi Intecc Co. Ltd.

262,100

4,390,590

ASKUL Corp.

96,000

1,994,681

Bank of Kyoto Ltd.

231,000

2,066,857

Cellseed, Inc. (d)

11,700

104,976

Central Glass Co. Ltd.

248,000

1,069,417

Chiba Bank Ltd.

325,000

2,006,499

Chiyoda Corp.

318,000

2,634,174

Cosmos Pharmaceutical Corp.

27,200

856,190

Create SD Holdings Co. Ltd.

48,200

1,051,212

Credit Saison Co. Ltd.

173,200

2,456,617

Culture Convenience Club Co. Ltd. (d)

175,100

778,996

CyberAgent, Inc. (d)

2,722

4,522,572

Dai-ichi Seiko Co. Ltd. (d)

56,700

2,783,211

Daihen Corp.

456,000

2,057,015

Digital Garage, Inc.

994

1,731,811

Don Quijote Co. Ltd.

77,900

2,128,770

Ebara Corp. (a)

559,000

2,393,964

EPS Co. Ltd. (d)

742

1,825,724

Common Stocks - continued

Shares

Value

Japan - continued

Exedy Corp.

147,000

$ 4,599,801

Ferrotec Corp.

145,900

1,620,910

FreeBit Co., Ltd. (d)

358

742,960

Fuji Oil Co. Ltd.

191,400

2,751,955

Furuya Metal Co. Ltd.

33,400

2,108,512

Glory Ltd.

25,900

571,300

GREE, Inc. (d)

212,000

2,676,674

Hoshizaki Electric Co. Ltd.

62,400

1,229,855

Ibiden Co. Ltd.

97,300

2,396,528

Isetan Mitsukoshi Holdings Ltd.

170,800

1,884,573

Japan Steel Works Ltd.

110,000

1,049,519

JP-Holdings, Inc.

91,600

1,871,386

JTEKT Corp.

159,200

1,595,028

Kandenko Co. Ltd.

243,000

1,416,267

Kenedix Realty Investment Corp.

573

2,275,053

Kimoto Co. Ltd.

228,600

1,693,123

KOMERI Co. Ltd.

66,600

1,385,465

Kuraray Co. Ltd.

283,500

4,060,360

Maeda Corp.

319,000

864,198

Makino Milling Machine Co. Ltd. (a)

302,000

2,079,135

Marui Group Co. Ltd.

175,800

1,381,481

Maruwa Ceramic Co. Ltd.

77,000

1,863,999

McDonald's Holdings Co. (Japan) Ltd.

122,500

3,110,072

Meiko Electronics Co. Ltd.

96,300

1,793,882

Message Co. Ltd.

1,629

4,149,932

Micronics Japan Co. Ltd.

60,500

488,691

Minebea Ltd.

381,000

2,092,244

Mitsubishi UFJ Lease & Finance Co. Ltd.

96,270

3,220,565

Mitsumi Electric Co. Ltd.

104,800

1,781,933

mixi, Inc. (d)

355

2,064,620

Nabtesco Corp.

238,200

4,218,156

Nichi-iko Pharmaceutical Co. Ltd.

32,900

1,160,311

Nichicon Corp.

89,200

995,422

Nihon M&A Center, Inc. (d)

426

1,540,524

Nippon Ceramic Co. Ltd.

27,700

468,150

Nippon Denko Co. Ltd.

109,000

808,662

Nippon Shinyaku Co. Ltd.

208,000

2,946,688

Nomura Real Estate Holdings, Inc.

77,500

1,189,418

Nomura Real Estate Residential Fund, Inc.

400

1,946,067

NTT Urban Development Co.

1,081

991,398

Osaka Securities Exchange Co. Ltd.

154

775,071

OSAKA Titanium technologies Co. Ltd. (d)

48,800

2,286,268

Common Stocks - continued

Shares

Value

Japan - continued

Otsuka Corp.

54,900

$ 3,486,256

Pigeon Corp.

45,900

1,366,676

Rensas Electronics Corp. (a)(d)

312,700

2,350,982

Riso Kagaku Corp.

147,700

2,011,671

Rohto Pharmaceutical Co. Ltd.

196,000

2,428,383

Sanken Electric Co. Ltd. (a)

138,000

493,898

Sankyu, Inc.

264,000

1,108,885

Santen Pharmaceutical Co. Ltd.

78,600

2,713,443

Sawada Holdings Co. Ltd. (a)

214,800

1,321,312

Sekisui Chemical Co. Ltd.

303,000

1,927,874

Shimadzu Corp.

426,000

3,202,808

Shimamura Co. Ltd.

29,400

2,820,529

Shin-Kobe Electric Machinery Co. Ltd. (d)

244,000

2,498,521

Shindengen Electric Co. Ltd. (a)

155,000

624,083

Shizuoka Gas Co. Ltd.

88,000

516,168

SHO-BOND Holdings Co. Ltd.

132,500

2,835,404

Simplex Holdings, Inc.

1,189

542,268

So-net M3, Inc. (d)

227

1,038,101

Sony Financial Holdings, Inc.

843

2,933,267

SRI Sports Ltd.

1,276

1,389,059

Start Today Co. Ltd.

435

1,353,057

Stella Chemifa Corp.

9,500

409,656

Sumitomo Osaka Cement Co. Ltd.

789,000

1,529,060

Sumitomo Trust & Banking Co. Ltd.

577,000

3,150,307

Sysmex Corp.

20,300

1,392,519

SystemPro Co. Ltd. (d)

1,445

1,136,678

Taisho Pharmaceutical Co. Ltd.

75,000

1,576,985

Takata Corp.

92,600

2,273,861

Takeei Corp.

67,900

658,158

The Suruga Bank Ltd.

221,000

1,993,861

Toho Co. Ltd.

109,300

1,689,347

Tokyu Livable, Inc.

271,300

3,128,699

Toto Ltd. (d)

474,000

3,149,173

Towa Corp. (a)

297,200

1,968,530

Toyo Tanso Co. Ltd. (d)

42,500

2,437,399

Toyota Boshoku Corp.

37,100

628,860

Ulvac, Inc.

96,100

1,938,242

Yamatake Corp.

165,800

4,036,314

Yamato Kogyo Co. Ltd.

80,000

2,051,945

Yokohama Rubber Co. Ltd.

367,000

1,834,507

TOTAL JAPAN

203,152,346

Common Stocks - continued

Shares

Value

Korea (South) - 0.8%

Daou Technology, Inc.

197,150

$ 1,577,901

Hyosung Corp.

6,493

721,765

Interpark Corp. (a)

75,279

298,572

KC Tech Co. Ltd.

126,140

682,020

Lock & Lock Co. Ltd.

19,170

634,170

MNTECH Co. Ltd.

76,840

755,075

Power Logics Co. Ltd. (a)

57,033

442,266

Sodiff Advanced Materials Co. Ltd.

3,940

358,787

The Basic House Co. Ltd. (a)

66,650

1,345,447

TK Corp. (a)

17,649

407,285

TOTAL KOREA (SOUTH)

7,223,288

Luxembourg - 0.3%

GlobeOp Financial Services SA

594,385

2,906,877

Malaysia - 0.3%

JobStreet Corp. Bhd

1,223,100

1,045,788

Lion Industries Corp. Bhd

808,200

514,380

Masterskill Education Group Bhd

478,400

444,415

Top Glove Corp. Bhd

222,000

392,478

TOTAL MALAYSIA

2,397,061

Netherlands - 1.8%

Gemalto NV

190,440

8,670,399

SMARTRAC NV (a)

104,600

2,899,270

Wavin NV (a)

273,912

3,778,571

TOTAL NETHERLANDS

15,348,240

Norway - 2.0%

Aker Solutions ASA

339,300

5,165,388

Renewable Energy Corp. ASA (a)(d)

1,111,942

3,870,628

Schibsted ASA (B Shares)

221,000

6,072,568

Sevan Marine ASA (a)

2,000,000

2,694,861

TOTAL NORWAY

17,803,445

Philippines - 0.1%

Alliance Global Group, Inc.

2,595,000

685,951

Singapore - 1.8%

CSE Global Ltd.

1,069,000

875,485

Goodpack Ltd.

1,569,000

2,472,966

Hyflux Ltd.

398,000

968,632

Mapletree Industrial (REIT) (a)

207,000

171,127

Oceanus Group Ltd. (a)

2,071,000

512,030

Common Stocks - continued

Shares

Value

Singapore - continued

Pertama Holdings Ltd. (e)

21,312,000

$ 7,080,399

Petra Foods Ltd.

279,000

344,897

Raffles Medical Group Ltd.

431,000

725,937

Straits Asia Resources Ltd.

739,000

1,307,510

Yanlord Land Group Ltd.

608,000

807,973

TOTAL SINGAPORE

15,266,956

South Africa - 0.6%

Blue Label Telecoms Ltd.

4,787,200

4,920,427

Spain - 0.3%

Obrascon Huarte Lain SA

73,400

2,401,133

Sweden - 1.5%

Elekta AB (B Shares)

252,800

9,564,751

Modern Times Group MTG AB (B Shares)

44,100

3,162,163

XCounter AB (a)

1,108,000

48,818

TOTAL SWEDEN

12,775,732

Switzerland - 1.9%

Bank Sarasin & Co. Ltd. Series B (Reg.)

18,166

664,373

Basilea Pharmaceutica AG (a)

9,770

684,848

Lonza Group AG

58,029

5,078,680

Panalpina Welttransport Holding AG (a)

42,760

5,338,756

VZ Holding AG

42,690

4,532,031

TOTAL SWITZERLAND

16,298,688

United Kingdom - 16.7%

Abcam PLC

196,100

5,403,924

Ashmore Group PLC

1,109,700

6,804,046

Asset Realisation Co. PLC (a)

340,000

5

Aurelian Oil & Gas PLC (a)

3,923,800

3,834,775

Avanti Communications Group PLC (a)

403,000

3,796,519

Aveva Group PLC

188,500

4,499,879

Blinkx PLC (a)(d)

1,303,000

1,826,651

Bond International Software PLC

617,066

598,123

Borders & Southern Petroleum PLC (a)

698,500

783,371

Cadogan Petroleum PLC (a)

1,406,300

439,355

Central Asia Metals PLC (a)

1,464,000

2,023,035

Centurion Electronics PLC (a)(e)

748,299

12

Ceres Power Holdings PLC (a)(d)

406,200

532,024

China Goldmines PLC (a)

669,353

257,377

Connaught PLC

429,800

7

Conygar Investment Co. PLC (a)

2,333,700

3,916,537

Common Stocks - continued

Shares

Value

United Kingdom - continued

Cove Energy PLC (a)

2,629,300

$ 3,190,994

Craneware PLC

877,400

8,244,585

DTZ Holdings PLC (a)

1,804,400

1,315,368

EMIS Group PLC

382,345

2,603,440

European Nickel PLC (a)

2,276,950

1,386,246

Faroe Petroleum PLC (a)

458,447

1,432,277

GoIndustry-DoveBid PLC (a)

22,589

32,029

Hays PLC

2,007,843

3,554,637

Icap PLC

514,900

3,763,408

Ideal Shopping Direct PLC

234,592

719,756

IG Group Holdings PLC

1,264,300

10,705,287

Inchcape PLC (a)

778,720

4,350,473

Jubilee Platinum PLC (a)

2,729,847

1,366,758

Keronite PLC (a)(h)

13,620,267

218

Melrose Resources PLC

266,200

1,385,247

Moneysupermarket.com Group PLC

1,822,600

2,441,186

Monitise PLC (a)

4,154,500

1,397,788

Mothercare PLC

501,800

4,224,804

NCC Group Ltd.

228,315

1,755,815

Northgate PLC (a)

493,500

1,937,120

Ocado Group PLC (a)(d)

1,125,700

2,519,546

Pureprofile Media PLC (a)(h)

1,108,572

444,025

Redhall Group PLC

519,600

1,057,246

Regenersis PLC (a)

1,367,300

1,106,263

Rockhopper Exploration PLC (a)(i)

654,100

3,337,773

Royalblue Group PLC

197,842

5,071,561

SDL PLC (a)

691,862

6,661,885

Serco Group PLC

447,430

4,401,459

SIG PLC (a)

1,479,300

2,690,019

Silverdell PLC (a)

4,958,000

615,618

Sinclair Pharma PLC (a)

4,246,949

1,837,147

Sphere Medical Holding PLC (a)(h)

555,599

1,513,260

SR Pharma PLC (a)

5,388,700

837,450

Sthree PLC

541,709

2,542,944

Synergy Health PLC

274,953

3,464,658

Ted Baker PLC

293,100

2,887,980

TMO Biotec (a)(h)

1,000,000

400,538

Travis Perkins PLC

248,700

3,301,197

Valiant Petroleum PLC (a)

156,200

1,485,268

Wellstream Holdings PLC

434,600

5,152,578

Common Stocks - continued

Shares

Value

United Kingdom - continued

Xchanging PLC

1,521,100

$ 3,165,702

Zenergy Power PLC (a)

855,520

387,215

TOTAL UNITED KINGDOM

145,404,408

United States of America - 0.5%

CTC Media, Inc.

183,400

4,328,240

Mudalla Technology, Inc. (a)

996,527

16

XL TechGroup, Inc. (a)

1,329,250

21

TOTAL UNITED STATES OF AMERICA

4,328,277

TOTAL COMMON STOCKS

(Cost $718,968,030)

820,697,874

Investment Companies - 0.0%

 

 

 

 

Bailiwick of Guernsey - 0.0%

Brookwell Ltd. Class A
(Cost $621,868)

213,047

110,933

Government Obligations - 0.2%

 

Principal Amount (j)

 

Germany - 0.2%

German Federal Republic 0.2535% to 0.6185% 11/24/10 to 2/9/11 (g)
(Cost $1,499,792)

EUR

1,100,000

1,529,062

Money Market Funds - 8.4%

Shares

 

Fidelity Cash Central Fund, 0.23% (b)

46,383,073

46,383,073

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

26,860,023

26,860,023

TOTAL MONEY MARKET FUNDS

(Cost $73,243,096)

73,243,096

TOTAL INVESTMENT PORTFOLIO - 103.0%

(Cost $794,332,786)

895,580,965

NET OTHER ASSETS (LIABILITIES) - (3.0)%

(26,101,299)

NET ASSETS - 100%

$ 869,479,666

Futures Contracts

Expiration Date

Underlying
Face Amount
at Value

Unrealized
Appreciation/
(Depreciation)

Purchased

Equity Index Contracts

366 Dow Jones Euro Stoxx 50 Index Contracts (Germany)

Dec. 2010

$ 14,458,195

$ 53,183

 

The face value of futures purchased as a percentage of net assets is 1.7%

Currency Abbreviations

EUR

-

European Monetary Unit

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Affiliated company

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $1,603,636 or 0.2% of net assets.

(g) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At the period end, the value of securities pledged amounted to $236,310.

(h) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $7,225,615 or 0.8% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost

AirSea Lines

8/4/06

$ 931,150

AirSea Lines warrants 8/4/11

8/4/06

$ 2

Buried Hill Energy (Cyprus) PCL

8/18/06

$ 2,141,700

Kalahari Energy

9/1/06

$ 1,813,750

Keronite PLC

8/16/06

$ 817,216

Pureprofile Media PLC

5/3/05 - 1/11/06

$ 640,000

Rock Well Petroleum, Inc.

4/13/06

$ 1,155,600

Sphere Medical Holding PLC

8/27/08 - 3/16/10

$ 944,518

TMO Biotec

10/27/05

$ 300,000

(i) Security or a portion of the security purchased on a delayed delivery or when-issued basis.

(j) Principal amount is stated in United States dollars unless otherwise noted.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 50,101

Fidelity Securities Lending Cash Central Fund

829,746

Total

$ 879,847

Other Affiliated Issuers

An affiliated company is a company in which the Fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliates

Value,
beginning
of period

Purchases

Sales
Proceeds

Dividend
Income

Value,
end
of period

Brookwell Ltd. Class A

$ 1,078,606

$ -

$ 724,601

$ -

$ -

Centurion Electronics PLC

12

-

-

-

12

Pertama Holdings Ltd.

-

5,470,243

107,724

659,049

7,080,399

Total

$ 1,078,618

$ 5,470,243

$ 832,325

$ 659,049

$ 7,080,411

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Japan

$ 203,152,346

$ 168,463,560

$ 34,688,786

$ -

United Kingdom

145,404,408

142,756,937

32,029

2,615,442

Germany

80,891,358

80,891,358

-

-

France

76,733,217

72,333,547

4,399,670

-

Australia

64,820,466

64,820,466

-

-

Cayman Islands

23,323,503

22,799,648

-

523,855

Canada

19,219,627

19,219,567

-

60

Norway

17,803,445

17,803,445

-

-

Bermuda

16,607,487

16,607,487

-

-

Sweden

12,775,732

12,726,914

-

48,818

Ireland

8,048,323

8,048,309

-

14

Cyprus

7,109,871

2,242,371

-

4,867,500

British Virgin Islands

6,276,684

6,276,669

-

15

United States of America

4,328,277

4,328,240

-

37

Other

134,203,130

133,841,608

361,522

-

Investment Companies

110,933

-

-

110,933

Government Obligations

1,529,062

-

1,529,062

-

Money Market Funds

73,243,096

73,243,096

-

-

Total Investments in Securities:

$ 895,580,965

$ 846,403,222

$ 41,011,069

$ 8,166,674

Derivative Instruments:

Assets

Futures Contracts

$ 53,183

$ 53,183

$ -

$ -

Other Information - continued

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Investments in Securities:

Beginning Balance

$ 8,316,240

Total Realized Gain (Loss)

(8,917,345)

Total Unrealized Gain (Loss)

4,243,114

Cost of Purchases

1,804,796

Proceeds of Sales

(1,263,414)

Amortization/Accretion

-

Transfers in to Level 3

5,146,203

Transfers out of Level 3

(1,162,920)

Ending Balance

$ 8,166,674

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at October 31, 2010

$ 777,510

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Value of Derivative Instruments

The following table is a summary of the Fund's value of derivative instruments by risk exposure as of October 31, 2010. For additional information on derivative instruments, please refer to the Derivative Instruments section in the accompanying Notes to Financial Statements.

Risk Exposure /
Derivative Type

Value

 

Asset

Liability

Equity Risk

Futures Contracts (a)

$ 53,183

$ -

(a) Reflects cumulative appreciation/(depreciation) on futures contracts as disclosed on the Schedule of Investments. Only the period end variation margin is separately disclosed on the Statement of Assets and Liabilities.

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $78,127,356 all of which will expire on October 31, 2017. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $25,207,989) - See accompanying schedule:

Unaffiliated issuers (cost $715,388,858)

$ 815,257,458

 

Fidelity Central Funds (cost $73,243,096)

73,243,096

 

Other affiliated issuers (cost $5,700,832)

7,080,411

 

Total Investments (cost $794,332,786)

 

$ 895,580,965

Cash

2

Foreign currency held at value (cost $70,040)

70,287

Receivable for investments sold

2,674,189

Receivable for fund shares sold

2,467,902

Dividends receivable

2,081,418

Distributions receivable from Fidelity Central Funds

90,243

Receivable for daily variation on futures contracts

5,554

Other receivables

142,637

Total assets

903,113,197

 

 

 

Liabilities

Payable for investments purchased

Regular delivery

$ 1,182,254

 

Delayed delivery

1,689,050

 

Payable for fund shares redeemed

2,886,835

Accrued management fee

652,945

Distribution and service plan fees payable

24,970

Other affiliated payables

211,160

Other payables and accrued expenses

126,294

Collateral on securities loaned, at value

26,860,023

Total liabilities

33,633,531

 

 

 

Net Assets

$ 869,479,666

Net Assets consist of:

 

Paid in capital

$ 851,358,414

Undistributed net investment income

2,441,101

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(85,653,683)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

101,333,834

Net Assets

$ 869,479,666

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share
($19,720,315 ÷ 965,882 shares)

$ 20.42

 

 

 

Maximum offering price per share (100/94.25 of $20.42)

$ 21.67

Class T:
Net Asset Value
and redemption price per share ($16,092,042 ÷ 795,270 shares)

$ 20.23

 

 

 

Maximum offering price per share (100/96.50 of $20.23)

$ 20.96

Class B:
Net Asset Value
and offering price per share ($3,457,061 ÷ 174,710 shares)A

$ 19.79

 

 

 

Class C:
Net Asset Value
and offering price per share ($13,501,307 ÷ 680,118 shares)A

$ 19.85

 

 

 

International Small Cap:
Net Asset Value
, offering price and redemption price per share ($808,478,028 ÷ 39,124,218 shares)

$ 20.66

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($8,230,913 ÷ 398,399 shares)

$ 20.66

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Operations

  

Year ended October 31, 2010

Investment Income

  

  

Dividends (including $659,049 earned from other affiliated issuers)

 

$ 13,399,968

Interest

 

2,449

Income from Fidelity Central Funds (including $829,746 from security lending)

 

879,847

Income before foreign taxes withheld

 

14,282,264

Less foreign taxes withheld

 

(840,519)

Total income

 

13,441,745

 

 

 

Expenses

Management fee
Basic fee

$ 6,469,279

Performance adjustment

1,311,370

Transfer agent fees

2,167,890

Distribution and service plan fees

254,737

Accounting and security lending fees

371,480

Custodian fees and expenses

294,480

Independent trustees' compensation

4,208

Registration fees

88,212

Audit

141,668

Legal

3,656

Miscellaneous

10,051

Total expenses before reductions

11,117,031

Expense reductions

(199,347)

10,917,684

Net investment income (loss)

2,524,061

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $39,190)

48,923,650

Other affiliated issuers

(1,945,619)

 

Foreign currency transactions

7,621

Futures contracts

(1,268,507)

Capital gain distributions from Fidelity Central Funds

1,843

 

Total net realized gain (loss)

 

45,718,988

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $17,326)

97,289,267

Assets and liabilities in foreign currencies

34,009

Futures contracts

53,183

Total change in net unrealized appreciation (depreciation)

 

97,376,459

Net gain (loss)

143,095,447

Net increase (decrease) in net assets resulting from operations

$ 145,619,508

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 2,524,061

$ 3,237,964

Net realized gain (loss)

45,718,988

(79,176,066)

Change in net unrealized appreciation (depreciation)

97,376,459

297,287,070

Net increase (decrease) in net assets resulting from operations

145,619,508

221,348,968

Distributions to shareholders from net investment income

(3,368,409)

-

Distributions to shareholders from net realized gain

(14,323,742)

-

Total distributions

(17,692,151)

-

Share transactions - net increase (decrease)

26,936,768

(81,370,441)

Redemption fees

118,859

67,796

Total increase (decrease) in net assets

154,982,984

140,046,323

 

 

 

Net Assets

Beginning of period

714,496,682

574,450,359

End of period (including undistributed net investment income of $2,441,101 and undistributed net investment income of $3,237,964, respectively)

$ 869,479,666

$ 714,496,682

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 17.28

$ 11.91

$ 31.14

$ 28.79

$ 26.69

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .03

  .06

  - H

  .03

  (.02)

Net realized and unrealized gain (loss)

  3.51

  5.31

  (14.03)

  7.97

  5.05

Total from investment operations

  3.54

  5.37

  (14.03)

  8.00

  5.03

Distributions from net investment income

  (.06)

  -

  (.03)

  -

  (.05)

Distributions from net realized gain

  (.34)

  -

  (5.18)

  (5.65)

  (2.89)

Total distributions

  (.40)

  -

  (5.20) I

  (5.65)

  (2.94)

Redemption fees added to paid in capital C

  - H

  - H

  - H

  - H

  .01

Net asset value, end of period

$ 20.42

$ 17.28

$ 11.91

$ 31.14

$ 28.79

Total Return A,B

  20.85%

  45.09%

  (53.35)%

  33.43%

  20.22%

Ratios to Average Net Assets D,G

 

 

 

 

 

Expenses before reductions

  1.71%

  1.75%

  1.82%

  1.53%

  1.64%

Expenses net of fee waivers, if any

  1.65%

  1.65%

  1.65%

  1.53%

  1.64%

Expenses net of all reductions

  1.63%

  1.62%

  1.60%

  1.49%

  1.58%

Net investment income (loss)

  .16%

  .41%

  -% F

  .10%

  (.08)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 19,720

$ 17,590

$ 13,561

$ 38,585

$ 36,701

Portfolio turnover rate E

  66%

  81%

  113%

  70%

  84%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Amount represents less than .01%.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

I Total distributions of $5.20 per share is comprised of distributions from net investment income of $.026 and distributions from net realized gain of $5.176 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 17.14

$ 11.84

$ 30.96

$ 28.64

$ 26.57

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  (.02)

  .02

  (.05)

  (.04)

  (.09)

Net realized and unrealized gain (loss)

  3.47

  5.28

  (13.95)

  7.93

  5.03

Total from investment operations

  3.45

  5.30

  (14.00)

  7.89

  4.94

Distributions from net investment income

  (.02)

  -

  -

  -

  -

Distributions from net realized gain

  (.34)

  -

  (5.12)

  (5.57)

  (2.88)

Total distributions

  (.36)

  -

  (5.12)

  (5.57)

  (2.88)

Redemption fees added to paid in capital C

  - G

  - G

  - G

  - G

  .01

Net asset value, end of period

$ 20.23

$ 17.14

$ 11.84

$ 30.96

$ 28.64

Total Return A,B

  20.46%

  44.76%

  (53.46)%

  33.07%

  19.93%

Ratios to Average Net Assets D,F

 

 

 

 

 

Expenses before reductions

  1.97%

  2.00%

  2.07%

  1.77%

  1.89%

Expenses net of fee waivers, if any

  1.90%

  1.90%

  1.90%

  1.77%

  1.89%

Expenses net of all reductions

  1.88%

  1.86%

  1.86%

  1.73%

  1.83%

Net investment income (loss)

  (.09)%

  .16%

  (.25)%

  (.14)%

  (.32)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 16,092

$ 15,760

$ 13,493

$ 40,823

$ 41,982

Portfolio turnover rate E

  66%

  81%

  113%

  70%

  84%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 16.78

$ 11.65

$ 30.49

$ 28.26

$ 26.24

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)C

  (.10)

  (.04)

  (.16)

  (.18)

  (.24)

Net realized and unrealized gain (loss)

  3.39

  5.17

  (13.73)

  7.82

  4.98

Total from investment operations

  3.29

  5.13

  (13.89)

  7.64

  4.74

Distributions from net realized gain

  (.28)

  -

  (4.95)

  (5.41)

  (2.73)

Redemption fees added to paid in capitalC

  - G

  - G

  - G

  - G

  .01

Net asset value, end of period

$ 19.79

$ 16.78

$ 11.65

$ 30.49

$ 28.26

Total Return A,B

  19.90%

  44.03%

  (53.68)%

  32.38%

  19.28%

Ratios to Average Net Assets D,F

 

 

 

 

 

Expenses before reductions

  2.47%

  2.49%

  2.58%

  2.30%

  2.48%

Expenses net of fee waivers, if any

  2.40%

  2.40%

  2.40%

  2.30%

  2.40%

Expenses net of all reductions

  2.38%

  2.36%

  2.36%

  2.26%

  2.34%

Net investment income (loss)

  (.59)%

  (.33)%

  (.75)%

  (.66)%

  (.84)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 3,457

$ 3,601

$ 3,230

$ 10,704

$ 11,354

Portfolio turnover rate E

  66%

  81%

  113%

  70%

  84%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 16.85

$ 11.70

$ 30.62

$ 28.33

$ 26.31

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  (.10)

  (.04)

  (.16)

  (.17)

  (.23)

Net realized and unrealized gain (loss)

  3.40

  5.19

  (13.78)

  7.85

  4.99

Total from investment operations

  3.30

  5.15

  (13.94)

  7.68

  4.76

Distributions from net realized gain

  (.30)

  -

  (4.98)

  (5.39)

  (2.75)

Redemption fees added to paid in capital C

  - G

  - G

  - G

  - G

  .01

Net asset value, end of period

$ 19.85

$ 16.85

$ 11.70

$ 30.62

$ 28.33

Total Return A,B

  19.86%

  44.02%

  (53.67)%

  32.39%

  19.34%

Ratios to Average Net Assets D,F

 

 

 

 

 

Expenses before reductions

  2.42%

  2.49%

  2.57%

  2.26%

  2.38%

Expenses net of fee waivers, if any

  2.40%

  2.40%

  2.40%

  2.26%

  2.38%

Expenses net of all reductions

  2.37%

  2.36%

  2.36%

  2.22%

  2.32%

Net investment income (loss)

  (.59)%

  (.33)%

  (.76)%

  (.62)%

  (.81)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 13,501

$ 5,814

$ 5,658

$ 20,094

$ 21,335

Portfolio turnover rate E

  66%

  81%

  113%

  70%

  84%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Small Cap

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 17.48

$ 12.03

$ 31.44

$ 29.03

$ 26.89

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .07

  .08

  .03

  .12

  .08

Net realized and unrealized gain (loss)

  3.53

  5.37

  (14.14)

  8.03

  5.08

Total from investment operations

  3.60

  5.45

  (14.11)

  8.15

  5.16

Distributions from net investment income

  (.08)

  -

  (.12)

  (.07)

  (.14)

Distributions from net realized gain

  (.34)

  -

  (5.18)

  (5.67)

  (2.89)

Total distributions

  (.42)

  -

  (5.30)

  (5.74)

  (3.03)

Redemption fees added to paid in capital B

  - F

  - F

  - F

  - F

  .01

Net asset value, end of period

$ 20.66

$ 17.48

$ 12.03

$ 31.44

$ 29.03

Total Return A

  21.02%

  45.30%

  (53.25)%

  33.82%

  20.65%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  1.44%

  1.48%

  1.49%

  1.19%

  1.28%

Expenses net of fee waivers, if any

  1.44%

  1.48%

  1.49%

  1.19%

  1.28%

Expenses net of all reductions

  1.42%

  1.44%

  1.44%

  1.15%

  1.22%

Net investment income (loss)

  .37%

  .58%

  .16%

  .45%

  .29%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 808,478

$ 669,035

$ 536,291

$ 1,663,761

$ 1,816,059

Portfolio turnover rate D

  66%

  81%

  113%

  70%

  84%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 17.47

$ 12.01

$ 31.38

$ 28.99

$ 26.86

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .09

  .09

  .05

  .12

  .08

Net realized and unrealized gain (loss)

  3.53

  5.37

  (14.12)

  8.02

  5.07

Total from investment operations

  3.62

  5.46

  (14.07)

  8.14

  5.15

Distributions from net investment income

  (.09)

  -

  (.12)

  (.07)

  (.14)

Distributions from net realized gain

  (.34)

  -

  (5.18)

  (5.68)

  (2.89)

Total distributions

  (.43)

  -

  (5.30)

  (5.75)

  (3.03)

Redemption fees added to paid in capital B

  - F

  - F

  - F

  - F

  .01

Net asset value, end of period

$ 20.66

$ 17.47

$ 12.01

$ 31.38

$ 28.99

Total Return A

  21.15%

  45.46%

  (53.22)%

  33.84%

  20.65%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  1.34%

  1.45%

  1.49%

  1.18%

  1.29%

Expenses net of fee waivers, if any

  1.34%

  1.40%

  1.40%

  1.18%

  1.29%

Expenses net of all reductions

  1.31%

  1.37%

  1.35%

  1.14%

  1.23%

Net investment income (loss)

  .47%

  .66%

  .25%

  .45%

  .28%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 8,231

$ 2,696

$ 2,217

$ 7,774

$ 9,050

Portfolio turnover rate D

  66%

  81%

  113%

  70%

  84%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity International Small Cap Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, International Small Cap and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events, changes in interest rates and credit quality. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

(ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in significant transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Debt securities, including restricted securities, are valued based on evaluated prices received from independent pricing services or from dealers who make markets in such securities. For foreign government and government agency obligations, pricing services utilize matrix pricing which considers yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices and are generally categorized as Level 2 in the hierarchy.

Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded and are categorized as Level 1 in the hierarchy. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

When independent prices are unavailable or unreliable, debt securities may be valued utilizing pricing matrices which consider similar factors that would be used by independent pricing services. These are generally categorized as Level 2 in the hierarchy but may be Level 3 depending on the circumstances.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, futures transactions, certain foreign taxes, foreign currency transactions, passive foreign investment companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 176,930,918

Gross unrealized depreciation

(111,385,171)

Net unrealized appreciation (depreciation)

$ 65,545,747

 

 

Tax Cost

$ 830,035,218

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 30,617,208

Capital loss carryforward

$ (78,127,356)

Net unrealized appreciation (depreciation)

$ 65,646,142

The tax character of distributions paid was as follows:

 

October 31,
2010

October 31,
2009

Ordinary Income

$ 17,692,151

$ -

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days are subject to a redemption fee equal to 2.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

Annual Report

Notes to Financial Statements - continued

4. Operating Policies.

Delayed Delivery Transactions and When-Issued Securities. The Fund may purchase or sell securities on a delayed delivery or when-issued basis. Payment and delivery may take place after the customary settlement period for that security. The price of the underlying securities and the date when the securities will be delivered and paid for are fixed at the time the transaction is negotiated. During the time a delayed delivery sell is outstanding, the contract is marked-to-market daily and equivalent deliverable securities are held for the transaction. The securities purchased on a delayed delivery or when-issued basis are identified as such in the Fund's Schedule of Investments. The Fund may receive compensation for interest forgone in the purchase of a delayed delivery or when-issued security. With respect to purchase commitments, the Fund identifies securities as segregated in its records with a value at least equal to the amount of the commitment. Losses may arise due to changes in the value of the underlying securities or if the counterparty does not perform under the contract's terms, or if the issuer does not issue the securities due to political, economic, or other factors.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Derivative Instruments.

Risk Exposures and the Use of Derivative Instruments. The Fund uses derivative instruments (derivatives), including futures contracts, in order to meet its investment objectives. The strategy is to use derivatives to increase returns, to gain exposure to certain types of assets and to manage exposure to certain risks as defined below. The success of any strategy involving derivatives depends on analysis of numerous economic factors, and if the strategies for investment do not work as intended, the Fund may not achieve its objectives.

The Fund's use of derivatives may increase or decrease its exposure to the following risk:

Equity Risk

Equity risk relates to the fluctuations in the value of financial instruments as a result of changes in market prices (other than those arising from interest rate risk or foreign exchange risk), whether caused by factors specific to an individual investment, its issuer, or all factors affecting all instruments traded in a market or market segment.

Annual Report

5. Derivative Instruments - continued

Risk Exposures and the Use of Derivative Instruments - continued

The Fund is also exposed to additional risks from investing in derivatives, such as liquidity risk and counterparty credit risk. Liquidity risk is the risk that the Fund will be unable to sell the derivative in the open market in a timely manner. Counterparty credit risk is the risk that the counterparty will not be able to fulfill its obligation to the Fund. The Fund's maximum risk of loss from counterparty credit risk is generally the aggregate unrealized appreciation and unpaid counterparty fees in excess of any collateral pledged by the counterparty to the Fund. Counterparty risk related to exchange-traded futures contracts is minimal because of the protection provided by the exchange on which they trade. Risk of loss may exceed the amounts recognized in the Statement of Assets and Liabilities.

Net Realized Gain (Loss) and Change in Net Unrealized Appreciation (Depreciation) on Derivatives. The table below, which reflects the impacts of derivatives on the financial performance of the Fund, summarizes the net realized gain (loss) and change in net unrealized appreciation (depreciation) for derivatives during the period.

Risk Exposure / Derivative Type

Net Realized
Gain (Loss)

Change in
Net Unrealized
Appreciation (Depreciation)

Equity Risk

 

 

Futures Contracts (a)

$ (1,268,507)

$ 53,183

(a) A summary of the value of derivatives by risk exposure as of period end, if any, is included at the end of the Schedule of Investments and is representative of activity for the period.

Futures Contracts. A futures contract is an agreement between two parties to buy or sell a specified underlying instrument for a fixed price at a specified future date. The Fund uses futures contracts to manage its exposure to the stock market.

Upon entering into a futures contract, a fund is required to deposit either cash or securities (initial margin) with a clearing broker in an amount equal to a certain percentage of the face value of the contract. Futures contracts are marked-to-market daily and subsequent payments (variation margin) are made or received by a fund depending on the daily fluctuations in the value of the futures contracts and are recorded as unrealized appreciation or (depreciation). Realized gain or (loss) is recorded upon the expiration or closing of a futures contract. The net realized gain (loss) and change in net unrealized appreciation (depreciation) on futures contracts during the period is included in the Statement of Operations.

Annual Report

Notes to Financial Statements - continued

5. Derivative Instruments - continued

Futures Contracts - continued

The underlying face amount at value of open futures contracts at period end is shown in the Schedule of Investments under the caption "Futures Contracts." This amount reflects each contract's exposure to the underlying instrument at period end. Securities deposited to meet initial margin requirements are identified in the Schedule of Investments. The receivable and/or payable for the variation margin are reflected in the Statement of Assets and Liabilities.

Certain risks may arise upon entering into futures contracts, including the risk that an illiquid market may limit the ability to close out a futures contract prior to settlement date.

6. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $476,133,271 and $487,415,757, respectively.

7. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .60% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of International Small Cap as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was 1.03% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the

Annual Report

7. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 46,378

$ 908

Class T

.25%

.25%

77,108

-

Class B

.75%

.25%

33,825

25,398

Class C

.75%

.25%

97,426

5,162

 

 

 

$ 254,737

$ 31,468

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 5,297

Class T

1,916

Class B*

3,454

Class C*

33

 

$ 10,700

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees

Annual Report

Notes to Financial Statements - continued

7. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 57,208

.31

Class T

48,466

.31

Class B

10,550

.31

Class C

27,486

.28

International Small Cap

2,013,385

.29

Institutional Class 

10,795

.22

 

$ 2,167,890

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $11 for the period.

8. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $2,930 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

Annual Report

9. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. The value of securities loaned to FCM at period end was $280,736. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds and includes $792 from securities loaned to FCM.

10. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class A

1.65%

$ 11,149

Class T

1.90%

11,145

Class B

2.40%

2,441

Class C

2.40%

2,105

 

 

$ 26,840

Effective January 1, 2011 the expense limitations will be eliminated.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $172,507 for the period.

Annual Report

Notes to Financial Statements - continued

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Class A

$ 59,453

$ -

Class T

16,412

-

International Small Cap

3,278,578

-

Institutional Class

13,966

-

Total

$ 3,368,409

$ -

From net realized gain

 

 

Class A

$ 354,632

$ -

Class T

310,013

-

Class B

60,241

-

Class C

116,929

-

International Small Cap

13,430,315

-

Institutional Class

51,612

-

Total

$ 14,323,742

$ -

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Class A

 

 

 

 

Shares sold

380,659

269,227

$ 6,723,746

$ 3,575,375

Reinvestment of distributions

22,435

-

393,061

-

Shares redeemed

(454,943)

(389,847)

(8,359,905)

(5,330,857)

Net increase (decrease)

(51,849)

(120,620)

$ (1,243,098)

$ (1,755,482)

Class T

 

 

 

 

Shares sold

143,286

158,075

$ 2,532,790

$ 2,173,778

Reinvestment of distributions

18,371

-

319,658

-

Shares redeemed

(286,001)

(377,899)

(4,986,007)

(4,876,919)

Net increase (decrease)

(124,344)

(219,824)

$ (2,133,559)

$ (2,703,141)

Class B

 

 

 

 

Shares sold

14,694

8,564

$ 256,700

$ 108,038

Reinvestment of distributions

3,302

-

56,465

-

Shares redeemed

(57,958)

(71,172)

(990,211)

(857,564)

Net increase (decrease)

(39,962)

(62,608)

$ (677,046)

$ (749,526)

Class C

 

 

 

 

Shares sold

430,838

21,018

$ 7,671,593

$ 275,491

Reinvestment of distributions

6,001

-

102,910

-

Shares redeemed

(101,847)

(159,519)

(1,759,170)

(1,999,518)

Net increase (decrease)

334,992

(138,501)

$ 6,015,333

$ (1,724,027)

Annual Report

12. Share Transactions - continued

Transactions for each class of shares were as follows: - continued

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

International Small Cap

 

 

 

 

Shares sold

10,330,000

4,989,568

$ 188,548,758

$ 69,926,221

Reinvestment of distributions

888,440

-

15,725,385

-

Shares redeemed

(10,371,667)

(11,303,255)

(183,663,034)

(144,001,202)

Net increase (decrease)

846,773

(6,313,687)

$ 20,611,109

$ (74,074,981)

Institutional Class

 

 

 

 

Shares sold

288,839

28,026

$ 5,178,797

$ 355,084

Reinvestment of distributions

2,890

-

51,087

-

Shares redeemed

(47,677)

(58,235)

(865,855)

(718,368)

Net increase (decrease)

244,052

(30,209)

$ 4,364,029

$ (363,284)

13. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity International Small Cap Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity International Small Cap Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2010, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity International Small Cap Fund as of October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 17, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Annual Report

Trustees and Officers - continued

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Thomas C. Hense (46)

 

Year of Election or Appointment: 2008 or 2010

Vice President of Fidelity's High Income (2008), Small Cap (2008), and Value (2010) Funds. Previously, Mr. Hense served as a portfolio manager for Fidelity's Institutional Money Management Group (Pyramis) (2003-2008).

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Advisor International Small Cap Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Institutional Class

12/06/10

12/03/10

$0.056

$0.661

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Institutional Class

12/7/09

$0.166

$0.0141

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Small Cap Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured over multiple periods against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2009, the cumulative total returns of Institutional Class (Class I) and Class B of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund. The returns of Institutional Class (Class I) and Class B show the performance of the highest and lowest performing classes, respectively (based on five-year performance). The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Fidelity International Small Cap Fund

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The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of Institutional Class (Class I) of the fund was in the third quartile for the one-year period, the first quartile for the three-year period, and the second quartile for the five-year period. The Board also noted that the investment performance of Institutional Class (Class I) of the fund compared favorably to its benchmark for the three- and five-year periods, although the fund's one-year cumulative total return was lower than its benchmark. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group is broader than the Lipper peer group used by the Board for performance comparisons because the Total Mapped Group combines several Lipper investment objective categories while the Lipper peer group does not. The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 19% means that 81% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Fidelity International Small Cap Fund

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The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, and the retail class ranked below its competitive median for 2009, the total expenses of Institutional Class ranked equal to its competitive median for 2009, and the total expenses of Class T ranked above its competitive median for 2009. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis
Company

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors (UK) Ltd.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Bank of New York Mellon

New York, NY

AISCI-UANN-1210
1.793572.107

elm807

Fidelity®
International Small Cap Opportunities
Fund

Annual Report

October 31, 2010

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Life of fund A

Fidelity® International Small Cap Opportunities Fund

24.43%

1.90%

2.57%

A From August 2, 2005

$10,000 Over Life of Class

Let's say hypothetically that $10,000 was invested in Fidelity® International Small Cap Opportunities Fund, a class of the fund, on August 2, 2005, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE® Small Cap Index performed over the same period.

elm864

Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Jed Weiss, Portfolio Manager of Fidelity® International Small Cap Opportunities Fund: For the year, the fund's Retail Class shares gained 24.43%, significantly outpacing the 14.31% return of the MSCI EAFE® (Europe, Australasia, Far East) Small Cap Index. Stock picking was most favorable in consumer discretionary, industrials and consumer staples, while the fund's utilities holdings and a small cash position detracted modestly. In country terms, successful positioning in Japan and the U.S. contributed, as did security selection in various emerging markets, especially Brazil, Turkey and South Africa. In Europe, good security selection in Finland and the U.K. outweighed weakness in Switzerland. The fund's top individual contributor was SSL International, a U.K.-based health care products company I sold after it agreed to be acquired. Other contributors included out-of-index positions in U.S.-listed and Sweden-based auto-safety equipment maker Autoliv; PriceSmart, a California-based warehouse club retailer operating in Central America; Banco ABC Brasil, a Brazilian bank; and South African discount retailer Mr Price Group. The fund's three biggest detractors were all, to varying degrees, hurt by the European debt crisis last spring - Greek wind utility Terna Energy, Italian asset manager Azimut Holding and U.K.-based student-housing lender Unite Group.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Shareholder Expense Example - continued

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010
to October 31, 2010

Class A

1.23%

 

 

 

Actual

 

$ 1,000.00

$ 1,096.00

$ 6.50

HypotheticalA

 

$ 1,000.00

$ 1,019.00

$ 6.26

Class T

1.49%

 

 

 

Actual

 

$ 1,000.00

$ 1,094.60

$ 7.87

HypotheticalA

 

$ 1,000.00

$ 1,017.69

$ 7.58

Class B

1.98%

 

 

 

Actual

 

$ 1,000.00

$ 1,091.50

$ 10.44

HypotheticalA

 

$ 1,000.00

$ 1,015.22

$ 10.06

Class C

1.98%

 

 

 

Actual

 

$ 1,000.00

$ 1,091.60

$ 10.44

HypotheticalA

 

$ 1,000.00

$ 1,015.22

$ 10.06

International Small Cap Opportunities

.97%

 

 

 

Actual

 

$ 1,000.00

$ 1,097.30

$ 5.13

HypotheticalA

 

$ 1,000.00

$ 1,020.32

$ 4.94

Institutional Class

.96%

 

 

 

Actual

 

$ 1,000.00

$ 1,097.20

$ 5.07

HypotheticalA

 

$ 1,000.00

$ 1,020.37

$ 4.89

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

elm707

Japan 20.9%

 

elm709

United Kingdom 16.1%

 

elm711

United States of America 12.8%

 

elm713

Canada 5.0%

 

elm715

Brazil 4.1%

 

elm717

Germany 3.7%

 

elm719

France 3.5%

 

elm721

South Africa 3.2%

 

elm723

Finland 2.8%

 

elm725

Other 27.9%

 

elm876

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

elm707

Japan 21.9%

 

elm709

United Kingdom 17.7%

 

elm711

United States of America 10.6%

 

elm713

Canada 5.2%

 

elm715

Brazil 3.9%

 

elm717

Netherlands 3.8%

 

elm719

France 3.2%

 

elm721

South Africa 2.9%

 

elm723

Singapore 2.8%

 

elm725

Other 28.0%

 

elm888

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks and Investment Companies

97.7

98.7

Short-Term Investments and Net Other Assets

2.3

1.3

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

USS Co. Ltd. (Japan, Specialty Retail)

1.6

1.6

Osaka Securities Exchange Co. Ltd. (Japan, Diversified Financial Services)

1.6

1.7

Braskem SA Class A sponsored ADR (Brazil, Chemicals)

1.5

1.0

PriceSmart, Inc. (United States of America, Food & Staples Retailing)

1.5

1.6

Kobayashi Pharmaceutical Co. Ltd. (Japan, Personal Products)

1.5

1.3

Azimut Holdings SpA (Italy, Capital Markets)

1.4

1.6

Prosegur Compania de Seguridad SA (Reg.) (Spain, Commercial Services & Supplies)

1.3

1.2

Outotec OYJ (Finland, Construction & Engineering)

1.3

1.2

Nippon Thompson Co. Ltd. (Japan, Machinery)

1.3

1.4

Serco Group PLC (United Kingdom, Commercial Services & Supplies)

1.3

1.2

 

14.3

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Industrials

20.8

20.2

Financials

19.9

21.0

Consumer Discretionary

17.1

17.6

Materials

10.8

10.6

Consumer Staples

8.5

8.0

Information Technology

8.4

7.5

Health Care

6.4

7.5

Energy

5.4

5.6

Utilities

0.4

0.5

Telecommunication Services

0.0

0.2

Annual Report

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 97.7%

Shares

Value

Australia - 1.0%

MAp Group unit

840,958

$ 2,512,726

OZ Minerals Ltd.

1,167,654

1,790,191

TOTAL AUSTRALIA

4,302,917

Austria - 0.8%

Andritz AG

44,600

3,415,709

Bailiwick of Guernsey - 0.8%

Resolution Ltd.

860,273

3,609,732

Bailiwick of Jersey - 1.3%

Informa PLC

530,236

3,703,897

Randgold Resources Ltd. sponsored ADR

23,600

2,216,512

TOTAL BAILIWICK OF JERSEY

5,920,409

Belgium - 1.4%

Gimv NV

39,800

2,200,236

Umicore SA

89,474

4,210,543

TOTAL BELGIUM

6,410,779

Bermuda - 2.0%

Aquarius Platinum Ltd. (Australia)

301,589

1,734,301

Great Eagle Holdings Ltd.

857,000

2,565,057

Lazard Ltd. Class A

25,000

922,500

Seadrill Ltd.

34,398

1,041,456

Trinity Ltd.

2,680,000

2,679,568

TOTAL BERMUDA

8,942,882

Brazil - 4.1%

Banco ABC Brasil SA

535,300

5,273,706

BR Malls Participacoes SA

181,600

1,734,658

Braskem SA Class A sponsored ADR (d)

324,400

6,763,740

Iguatemi Empresa de Shopping Centers SA

39,800

928,791

Multiplan Empreendimentos Imobiliarios SA

47,800

1,095,815

Odontoprev SA

151,500

2,226,370

TOTAL BRAZIL

18,023,080

Canada - 5.0%

Agnico-Eagle Mines Ltd. (Canada)

25,100

1,946,671

Eldorado Gold Corp.

104,600

1,771,195

Fairfax Financial Holdings Ltd. (sub. vtg.)

7,190

2,941,069

Niko Resources Ltd.

54,400

5,189,842

Open Text Corp. (a)

40,500

1,791,705

Pan American Silver Corp.

53,400

1,704,528

Common Stocks - continued

Shares

Value

Canada - continued

Petrobank Energy & Resources Ltd. (a)

140,800

$ 5,603,561

Quadra FNX Mining Ltd. (a)

76,400

1,078,694

TOTAL CANADA

22,027,265

Cayman Islands - 1.2%

China Lilang Ltd.

1,443,000

2,256,302

Vantage Drilling Co. (a)

725,331

1,247,569

Wynn Macau Ltd.

762,000

1,684,977

TOTAL CAYMAN ISLANDS

5,188,848

China - 0.1%

China Hongxing Sports Ltd.

4,264,000

576,528

Cyprus - 0.1%

AFI Development PLC GDR (Reg. S)

470,800

555,544

Denmark - 0.5%

William Demant Holding AS (a)

28,533

2,138,737

Finland - 2.8%

Metso Corp.

57,500

2,725,885

Nokian Tyres PLC (d)

111,400

3,859,688

Outotec OYJ (d)

127,800

5,964,328

TOTAL FINLAND

12,549,901

France - 3.5%

Audika SA

120,384

2,939,771

Laurent-Perrier Group

25,963

2,925,862

Remy Cointreau SA

47,298

3,320,914

Saft Groupe SA

85,419

3,262,605

Vetoquinol SA

21,539

912,900

Virbac SA

13,000

2,091,976

TOTAL FRANCE

15,454,028

Germany - 3.7%

alstria office REIT-AG

75,100

1,046,024

Bilfinger Berger Se

44,776

3,260,346

Colonia Real Estate AG (a)

386,909

2,538,927

CTS Eventim AG

57,996

3,273,133

Fielmann AG

27,537

2,779,852

Software AG (Bearer)

24,227

3,394,663

TOTAL GERMANY

16,292,945

Greece - 0.4%

Terna Energy SA

443,751

1,907,943

Common Stocks - continued

Shares

Value

India - 0.7%

Apollo Tyres Ltd.

514,796

$ 830,991

Jyothy Laboratories Ltd.

351,322

2,187,589

TOTAL INDIA

3,018,580

Ireland - 0.6%

James Hardie Industries NV sponsored ADR (a)

106,775

2,838,080

Israel - 0.6%

Azrieli Group

68,005

1,752,976

Ituran Location & Control Ltd.

70,645

1,098,530

TOTAL ISRAEL

2,851,506

Italy - 2.3%

Azimut Holdings SpA

626,773

6,392,664

Interpump Group SpA (a)

590,858

3,853,825

TOTAL ITALY

10,246,489

Japan - 20.9%

Aozora Bank Ltd.

1,335,000

2,239,654

Asahi Co. Ltd. (d)

72,000

1,064,745

Autobacs Seven Co. Ltd.

102,200

3,829,166

Daikoku Denki Co. Ltd.

150,800

1,705,331

Daikokutenbussan Co. Ltd.

105,500

3,697,154

FCC Co. Ltd.

147,900

3,174,143

Fukuoka (REIT) Investment Fund

189

1,268,299

GCA Savvian Group Corp. (a)

1,694

1,606,216

Glory Ltd.

58,400

1,288,182

Goldcrest Co. Ltd.

54,690

1,180,521

Japan Steel Works Ltd.

229,000

2,184,908

Kamigumi Co. Ltd.

298,000

2,329,340

Kobayashi Pharmaceutical Co. Ltd.

142,700

6,649,994

Kyoto Kimono Yuzen Co. Ltd.

109,900

1,195,011

Meiko Network Japan Co. Ltd.

120,500

1,004,791

Miraial Co. Ltd.

44,000

1,078,812

MS&AD Insurance Group Holdings, Inc.

38,660

926,174

Nabtesco Corp.

205,000

3,630,235

Nachi-Fujikoshi Corp.

858,000

2,569,628

Nagaileben Co. Ltd.

39,900

946,057

Nihon M&A Center, Inc.

381

1,377,793

Nihon Parkerizing Co. Ltd.

162,000

2,127,923

Nippon Seiki Co. Ltd.

186,000

1,883,808

Nippon Thompson Co. Ltd.

832,000

5,769,305

Nitto Kohki Co. Ltd.

38,900

917,029

Common Stocks - continued

Shares

Value

Japan - continued

Obic Co. Ltd.

13,240

$ 2,444,966

Osaka Securities Exchange Co. Ltd.

1,381

6,950,478

OSG Corp.

171,600

1,793,409

SAZABY, Inc.

49,300

918,976

SHO-BOND Holdings Co. Ltd.

112,200

2,400,999

Shoei Co. Ltd.

68,800

623,278

The Nippon Synthetic Chemical Industry Co. Ltd.

180,000

1,055,797

THK Co. Ltd.

107,700

2,071,823

Toho Holdings Co. Ltd.

138,600

1,941,123

Tsumura & Co.

75,000

2,307,692

Tsutsumi Jewelry Co. Ltd.

41,400

974,935

USS Co. Ltd.

89,540

6,965,577

Yamatake Corp.

81,000

1,971,903

Yamato Kogyo Co. Ltd.

188,700

4,840,025

TOTAL JAPAN

92,905,200

Korea (South) - 0.8%

NCsoft Corp.

4,673

1,028,517

NHN Corp. (a)

13,235

2,348,050

TOTAL KOREA (SOUTH)

3,376,567

Luxembourg - 0.3%

GlobeOp Financial Services SA

243,800

1,192,319

Netherlands - 2.8%

Aalberts Industries NV

192,200

3,510,107

ASM International NV unit (a)(d)

167,800

4,287,290

Heijmans NV unit (a)

81,690

1,540,195

QIAGEN NV (a)(d)

166,200

3,126,222

TOTAL NETHERLANDS

12,463,814

Norway - 0.4%

Sevan Marine ASA (a)

1,190,500

1,604,116

Papua New Guinea - 0.2%

Oil Search Ltd.

164,418

1,027,640

Philippines - 0.3%

Jollibee Food Corp.

545,210

1,124,734

Portugal - 0.6%

Jeronimo Martins SGPS SA

179,600

2,693,970

Singapore - 2.3%

Allgreen Properties Ltd.

2,765,000

2,542,185

Keppel Land Ltd.

321,000

1,098,687

Common Stocks - continued

Shares

Value

Singapore - continued

Singapore Exchange Ltd.

622,000

$ 4,229,004

Wing Tai Holdings Ltd.

1,817,000

2,456,733

TOTAL SINGAPORE

10,326,609

South Africa - 3.2%

African Rainbow Minerals Ltd.

155,700

3,972,155

Clicks Group Ltd.

595,513

3,885,046

JSE Ltd.

219,281

2,472,959

Mr Price Group Ltd.

445,900

4,052,219

TOTAL SOUTH AFRICA

14,382,379

Spain - 1.5%

Grifols SA (d)

50,332

814,851

Prosegur Compania de Seguridad SA (Reg.)

100,209

6,004,106

TOTAL SPAIN

6,818,957

Sweden - 1.1%

Intrum Justitia AB

166,800

2,296,695

Swedish Match Co.

84,600

2,363,928

TOTAL SWEDEN

4,660,623

Switzerland - 1.8%

Bank Sarasin & Co. Ltd. Series B (Reg.)

141,200

5,164,017

Sonova Holding AG Class B

23,726

2,747,767

TOTAL SWITZERLAND

7,911,784

Turkey - 2.0%

Albaraka Turk Katilim Bankasi AS

1,230,000

2,469,776

Anadolu Efes Biracilik ve Malt Sanayii AS

113,000

1,804,155

Asya Katilim Bankasi AS

896,000

2,311,371

Coca-Cola Icecek AS

190,000

2,437,426

TOTAL TURKEY

9,022,728

United Kingdom - 16.1%

AMEC PLC

135,700

2,361,092

Babcock International Group PLC

314,700

2,924,340

Bellway PLC

223,172

1,909,344

Britvic PLC

391,200

3,023,495

Cobham PLC

499,200

1,852,321

Dechra Pharmaceuticals PLC

173,400

1,472,408

Derwent London PLC

70,900

1,726,605

Great Portland Estates PLC

522,489

2,892,200

H&T Group PLC (d)

371,803

2,078,938

Common Stocks - continued

Shares

Value

United Kingdom - continued

InterContinental Hotel Group PLC ADR (d)

195,500

$ 3,782,925

Johnson Matthey PLC

132,689

4,068,928

Meggitt PLC

785,545

4,154,510

Micro Focus International PLC

321,800

1,968,453

Mothercare PLC

323,401

2,722,810

Persimmon PLC

256,563

1,401,689

Rotork PLC

65,300

1,752,392

Serco Group PLC

570,476

5,611,887

Shaftesbury PLC

456,732

3,263,619

Spectris PLC

207,487

3,753,082

Spirax-Sarco Engineering PLC

184,230

5,339,519

Ted Baker PLC

249,000

2,453,452

Ultra Electronics Holdings PLC

100,669

3,001,548

Unite Group PLC (a)

1,339,170

4,462,747

Victrex PLC

178,582

3,693,747

TOTAL UNITED KINGDOM

71,672,051

United States of America - 10.5%

Advanced Energy Industries, Inc. (a)

210,419

3,021,617

Autoliv, Inc.

66,600

4,748,580

Cymer, Inc. (a)

92,100

3,403,095

Dril-Quip, Inc. (a)

29,100

2,010,810

Evercore Partners, Inc. Class A

42,700

1,296,372

ION Geophysical Corp. (a)(d)

455,889

2,229,297

Juniper Networks, Inc. (a)

108,200

3,504,598

Kansas City Southern (a)

84,300

3,694,026

Lam Research Corp. (a)

23,203

1,062,465

Martin Marietta Materials, Inc. (d)

23,900

1,923,472

Mohawk Industries, Inc. (a)

81,000

4,644,540

Oceaneering International, Inc. (a)

19,400

1,200,278

PriceSmart, Inc.

228,296

6,695,922

ResMed, Inc. (a)

148,200

4,723,134

Solera Holdings, Inc.

22,500

1,081,125

Solutia, Inc. (a)

66,156

1,198,085

TOTAL UNITED STATES OF AMERICA

46,437,416

TOTAL COMMON STOCKS

(Cost $328,402,495)

433,892,809

Money Market Funds - 6.3%

Shares

Value

Fidelity Cash Central Fund, 0.23% (b)

10,922,935

$ 10,922,935

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

17,012,021

17,012,021

TOTAL MONEY MARKET FUNDS

(Cost $27,934,956)

27,934,956

TOTAL INVESTMENT PORTFOLIO - 104.0%

(Cost $356,337,451)

461,827,765

NET OTHER ASSETS (LIABILITIES) - (4.0)%

(17,810,509)

NET ASSETS - 100%

$ 444,017,256

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 12,535

Fidelity Securities Lending Cash Central Fund

263,176

Total

$ 275,711

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Japan

$ 92,905,200

$ 89,794,118

$ 3,111,082

$ -

United Kingdom

71,672,051

71,672,051

-

-

United States of America

46,437,416

46,437,416

-

-

Canada

22,027,265

22,027,265

-

-

Brazil

18,023,080

18,023,080

-

-

Germany

16,292,945

16,292,945

-

-

France

15,454,028

15,454,028

-

-

South Africa

14,382,379

14,382,379

-

-

Finland

12,549,901

12,549,901

-

-

Other

124,148,544

123,317,553

830,991

-

Money Market Funds

27,934,956

27,934,956

-

-

Total Investments in Securities:

$ 461,827,765

$ 457,885,692

$ 3,942,073

$ -

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $420,935,635 of which $90,555,924 and $330,379,711 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $16,477,464) - See accompanying schedule:

Unaffiliated issuers (cost $328,402,495)

$ 433,892,809

 

Fidelity Central Funds (cost $27,934,956)

27,934,956

 

Total Investments (cost $356,337,451)

 

$ 461,827,765

Foreign currency held at value (cost $144,438)

144,438

Receivable for investments sold

3,451,646

Receivable for fund shares sold

265,800

Dividends receivable

1,033,772

Distributions receivable from Fidelity Central Funds

13,747

Other receivables

16,199

Total assets

466,753,367

 

 

 

Liabilities

Payable for investments purchased

$ 4,888,295

Payable for fund shares redeemed

393,945

Accrued management fee

223,687

Distribution and service plan fees payable

18,734

Other affiliated payables

122,810

Other payables and accrued expenses

76,619

Collateral on securities loaned, at value

17,012,021

Total liabilities

22,736,111

 

 

 

Net Assets

$ 444,017,256

Net Assets consist of:

 

Paid in capital

$ 757,537,538

Undistributed net investment income

3,575,839

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(422,628,442)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

105,532,321

Net Assets

$ 444,017,256

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($20,227,814 ÷ 2,060,269 shares)

$ 9.82

 

 

 

Maximum offering price per share (100/94.25 of $9.82)

$ 10.42

Class T:
Net Asset Value
and redemption price per share ($11,202,002 ÷ 1,152,196 shares)

$ 9.72

 

 

 

Maximum offering price per share (100/96.50 of $9.72)

$ 10.07

Class B:
Net Asset Value
and offering price per share ($2,902,474 ÷ 304,234 shares)A

$ 9.54

 

 

 

Class C:
Net Asset Value
and offering price per share ($8,935,535 ÷ 937,891 shares)A

$ 9.53

 

 

 

 

 

 

International Small Cap Opportunities:
Net Asset Value
, offering price and redemption price per share ($398,331,167 ÷ 40,172,676 shares)

$ 9.92

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($2,418,264 ÷ 243,597 shares)

$ 9.93

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 7,608,270

Interest

 

5

Income from Fidelity Central Funds

 

275,711

Income before foreign taxes withheld

 

7,883,986

Less foreign taxes withheld

 

(520,283)

Total income

 

7,363,703

 

 

 

Expenses

Management fee
Basic fee

$ 3,343,372

Performance adjustment

(1,495,592)

Transfer agent fees

1,191,720

Distribution and service plan fees

216,769

Accounting and security lending fees

206,297

Custodian fees and expenses

124,178

Independent trustees' compensation

2,177

Registration fees

77,687

Audit

71,763

Legal

1,903

Miscellaneous

5,248

Total expenses before reductions

3,745,522

Expense reductions

(55,920)

3,689,602

Net investment income (loss)

3,674,101

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

58,545,504

Foreign currency transactions

(57,981)

Total net realized gain (loss)

 

58,487,523

Change in net unrealized appreciation (depreciation) on:

Investment securities

25,226,622

Assets and liabilities in foreign currencies

27,111

Total change in net unrealized appreciation (depreciation)

 

25,253,733

Net gain (loss)

83,741,256

Net increase (decrease) in net assets resulting from operations

$ 87,415,357

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 3,674,101

$ 3,774,364

Net realized gain (loss)

58,487,523

(316,364,225)

Change in net unrealized appreciation (depreciation)

25,253,733

391,843,877

Net increase (decrease) in net assets resulting
from operations

87,415,357

79,254,016

Distributions to shareholders from net investment income

(3,861,178)

(140,700)

Distributions to shareholders from net realized gain

(4,067,493)

-

Total distributions

(7,928,671)

(140,700)

Share transactions - net increase (decrease)

(8,820,184)

(68,133,927)

Redemption fees

60,781

113,424

Total increase (decrease) in net assets

70,727,283

11,092,813

 

 

 

Net Assets

Beginning of period

373,289,973

362,197,160

End of period (including undistributed net investment income of $3,575,839 and undistributed net investment income of $3,633,664, respectively)

$ 444,017,256

$ 373,289,973

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.07

$ 6.24

$ 18.97

$ 14.18

$ 10.41

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)C

  .06

  .06

  .02

  .02

  -G

Net realized and unrealized gain (loss)

  1.85

  1.77

  (10.85)

  4.76

  3.74

Total from investment operations

  1.91

  1.83

  (10.83)

  4.78

  3.74

Distributions from net investment income

  (.07)

  -

  (.03)

  -

  -

Distributions from net realized gain

  (.09)

  -

  (1.88)

  -

  -G

Total distributions

  (.16)

  -

  (1.90)H

  -

  -G

Redemption fees added to paid in capitalC

  -G

  -G

  -G

  .01

  .03

Net asset value, end of period

$ 9.82

$ 8.07

$ 6.24

$ 18.97

$ 14.18

Total ReturnA,B

  24.05%

  29.33%

  (62.98)%

  33.78%

  36.25%

Ratios to Average Net AssetsD,F

 

 

 

 

 

Expenses before reductions

  1.16%

  .94%

  1.75%

  1.63%

  1.63%

Expenses net of fee waivers, if any

  1.16%

  .94%

  1.66%

  1.63%

  1.63%

Expenses net of all reductions

  1.15%

  .89%

  1.62%

  1.59%

  1.51%

Net investment income (loss)

  .74%

  1.00%

  .13%

  .10%

  .02%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 20,228

$ 18,883

$ 17,905

$ 70,785

$ 35,674

Portfolio turnover rateE

  49%

  174%

  61%

  107%

  164%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

H Total distributions of $1.90 per share is comprised of distributions from net investment income of $.025 and distributions from net realized gain of $1.878 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.00

$ 6.20

$ 18.85

$ 14.12

$ 10.38

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)C

  .04

  .05

  (.02)

  (.02)

  (.03)

Net realized and unrealized gain (loss)

  1.83

  1.75

  (10.78)

  4.74

  3.74

Total from investment operations

  1.87

  1.80

  (10.80)

  4.72

  3.71

Distributions from net investment income

  (.06)

  -

  -

  -

  -

Distributions from net realized gain

  (.09)

  -

  (1.85)

  -

  -

Total distributions

  (.15)

  -

  (1.85)H

  -

  -

Redemption fees added to paid in capitalC

  -G

  -G

  -G

  .01

  .03

Net asset value, end of period

$ 9.72

$ 8.00

$ 6.20

$ 18.85

$ 14.12

Total ReturnA,B

  23.65%

  29.03%

  (63.08)%

  33.50%

  36.03%

Ratios to Average Net AssetsD,F

 

 

 

 

 

Expenses before reductions

  1.43%

  1.20%

  2.00%

  1.85%

  1.85%

Expenses net of fee waivers, if any

  1.43%

  1.20%

  1.91%

  1.85%

  1.85%

Expenses net of all reductions

  1.41%

  1.15%

  1.87%

  1.81%

  1.74%

Net investment income (loss)

  .48%

  .74%

  (.12)%

  (.13)%

  (.20)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 11,202

$ 11,915

$ 11,614

$ 46,568

$ 28,309

Portfolio turnover rateE

  49%

  174%

  61%

  107%

  164%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

H Total distributions of $1.85 per share is comprised of distributions from net realized gain of $1.852 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.87

$ 6.12

$ 18.64

$ 14.04

$ 10.37

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)C

  (-)G

  .02

  (.08)

  (.11)

  (.10)

Net realized and unrealized gain (loss)

  1.79

  1.73

  (10.68)

  4.70

  3.74

Total from investment operations

  1.79

  1.75

  (10.76)

  4.59

  3.64

Distributions from net investment income

  (.03)

  -

  -

  -

  -

Distributions from net realized gain

  (.09)

  -

  (1.76)

  -

  -

Total distributions

  (.12)

  -

  (1.76)H

  -

  -

Redemption fees added to paid in capitalC

  -G

  -G

  -G

  .01

  .03

Net asset value, end of period

$ 9.54

$ 7.87

$ 6.12

$ 18.64

$ 14.04

Total ReturnA,B

  23.03%

  28.59%

  (63.32)%

  32.76%

  35.39%

Ratios to Average Net AssetsD,F

 

 

 

 

 

Expenses before reductions

  1.91%

  1.69%

  2.51%

  2.40%

  2.45%

Expenses net of fee waivers, if any

  1.91%

  1.69%

  2.41%

  2.40%

  2.41%

Expenses net of all reductions

  1.90%

  1.64%

  2.38%

  2.36%

  2.30%

Net investment income (loss)

  (.01)%

  .25%

  (.62)%

  (.67)%

  (.76)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,902

$ 2,799

$ 2,687

$ 10,975

$ 7,709

Portfolio turnover rateE

  49%

  174%

  61%

  107%

  164%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

H Total distributions of $1.76 per share is comprised of distributions from net realized gain of $1.760 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.86

$ 6.11

$ 18.63

$ 14.03

$ 10.37

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)C

  (-)G

  .02

  (.08)

  (.11)

  (.10)

Net realized and unrealized gain (loss)

  1.79

  1.73

  (10.66)

  4.70

  3.73

Total from investment operations

  1.79

  1.75

  (10.74)

  4.59

  3.63

Distributions from net investment income

  (.03)

  -

  -

  -

  -

Distributions from net realized gain

  (.09)

  -

  (1.78)

  -

  -

Total distributions

  (.12)

  -

  (1.78)H

  -

  -

Redemption fees added to paid in capitalC

  -G

  -G

  -G

  .01

  .03

Net asset value, end of period

$ 9.53

$ 7.86

$ 6.11

$ 18.63

$ 14.03

Total ReturnA,B

  23.06%

  28.64%

  (63.32)%

  32.79%

  35.29%

Ratios to Average Net AssetsD,F

 

 

 

 

 

Expenses before reductions

  1.91%

  1.68%

  2.51%

  2.38%

  2.38%

Expenses net of fee waivers, if any

  1.91%

  1.68%

  2.41%

  2.38%

  2.38%

Expenses net of all reductions

  1.90%

  1.63%

  2.38%

  2.34%

  2.27%

Net investment income (loss)

  (.01)%

  .26%

  (.62)%

  (.66)%

  (.73)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 8,936

$ 8,543

$ 9,497

$ 40,894

$ 26,320

Portfolio turnover rateE

  49%

  174%

  61%

  107%

  164%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

H Total distributions of $1.78 per share is comprised of distributions from net realized gain of $1.775 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Small Cap Opportunities

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.14

$ 6.28

$ 19.09

$ 14.23

$ 10.40

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)B

  .09

  .08

  .05

  .07

  .05

Net realized and unrealized gain (loss)

  1.87

  1.78

  (10.92)

  4.78

  3.75

Total from investment operations

  1.96

  1.86

  (10.87)

  4.85

  3.80

Distributions from net investment income

  (.09)

  -F

  (.06)

  -

  -

Distributions from net realized gain

  (.09)

  -

  (1.88)

  -

  -F

Total distributions

  (.18)

  -F

  (1.94)G

  -

  -F

Redemption fees added to paid in capitalB

  -F

  -F

  -F

  .01

  .03

Net asset value, end of period

$ 9.92

$ 8.14

$ 6.28

$ 19.09

$ 14.23

Total ReturnA

  24.43%

  29.68%

  (62.91)%

  34.15%

  36.86%

Ratios to Average Net AssetsC,E

 

 

 

 

 

Expenses before reductions

  .91%

  .68%

  1.44%

  1.30%

  1.28%

Expenses net of fee waivers, if any

  .91%

  .68%

  1.44%

  1.30%

  1.28%

Expenses net of all reductions

  .89%

  .64%

  1.40%

  1.25%

  1.16%

Net investment income (loss)

  1.00%

  1.25%

  .36%

  .43%

  .37%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 398,331

$ 329,128

$ 312,376

$ 1,433,844

$ 981,210

Portfolio turnover rateD

  49%

  174%

  61%

  107%

  164%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

G Total distributions of $1.94 per share is comprised of distributions from net investment income of $.064 and distributions from net realized gain of $1.878 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.14

$ 6.27

$ 19.09

$ 14.22

$ 10.40

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)B

  .09

  .08

  .05

  .08

  .05

Net realized and unrealized gain (loss)

  1.86

  1.79

  (10.92)

  4.78

  3.74

Total from investment operations

  1.95

  1.87

  (10.87)

  4.86

  3.79

Distributions from net investment income

  (.07)

  -F

  (.07)

  -

  -

Distributions from net realized gain

  (.09)

  -

  (1.88)

  -

  -F

Total distributions

  (.16)

  -F

  (1.95)G

  -

  -F

Redemption fees added to paid in capitalB

  -F

  -F

  -F

  .01

  .03

Net asset value, end of period

$ 9.93

$ 8.14

$ 6.27

$ 19.09

$ 14.22

Total ReturnA

  24.33%

  29.87%

  (62.95)%

  34.25%

  36.77%

Ratios to Average Net AssetsC,E

 

 

 

 

 

Expenses before reductions

  .90%

  .68%

  1.40%

  1.29%

  1.25%

Expenses net of fee waivers, if any

  .90%

  .68%

  1.40%

  1.29%

  1.25%

Expenses net of all reductions

  .88%

  .64%

  1.37%

  1.25%

  1.14%

Net investment income (loss)

  1.01%

  1.25%

  .39%

  .44%

  .40%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,418

$ 2,022

$ 8,117

$ 27,609

$ 13,954

Portfolio turnover rateD

  49%

  174%

  61%

  107%

  164%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

G Total distributions of $1.95 per share is comprised of distributions from net investment income of $.074 and distributions from net realized gain of $1.878 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity International Small Cap Opportunities Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, International Small Cap Opportunities and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management

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3. Significant Accounting Policies - continued

to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in significant transfers between Level 1 and Level 2. For restricted equity securities and private placements

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Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Security Valuation - continued

where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities.

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3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 110,936,787

Gross unrealized depreciation

(8,823,890)

Net unrealized appreciation (depreciation)

$ 102,112,897

 

 

Tax Cost

$ 359,714,868

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Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 5,260,449

Capital loss carryforward

$ (420,935,635)

Net unrealized appreciation (depreciation)

$ 102,154,904

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 7,928,671

$ 140,700

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days are subject to a redemption fee equal to 2.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $186,444,286 and $203,425,442, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .60% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on relative investment performance of International Small Cap Opportunities as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .47% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate

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5. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total
Fees

Retained
by FDC

Class A

-%

.25%

$ 47,792

$ 274

Class T

.25%

.25%

54,808

-

Class B

.75%

.25%

28,142

21,120

Class C

.75%

.25%

86,027

7,949

 

 

 

$ 216,769

$ 29,343

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 7,450

Class T

2,287

Class B*

7,594

Class C*

697

 

$ 18,028

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

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Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

 

Amount

% of
Average
Net Assets

Class A

$ 59,699

.31

Class T

35,532

.32

Class B

8,814

.31

Class C

26,844

.31

International Small Cap Opportunities

1,055,328

.30

Institutional Class

5,503

.30

 

$ 1,191,720

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $1,186 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $1,513 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is

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7. Security Lending - continued

delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $263,176. During the period, there were no securities loaned to FCM.

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $55,920 for the period.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Class A

$ 167,529

$ -

Class T

81,809

-

Class B

11,651

-

Class C

35,378

-

International Small Cap Opportunities

3,548,259

138,653

Institutional Class

16,552

2,047

Total

$ 3,861,178

$ 140,700

From net realized gain

 

 

Class A

$ 203,751

$ -

Class T

126,944

-

Class B

31,778

-

Class C

96,486

-

International Small Cap Opportunities

3,588,127

-

Institutional Class

20,407

-

Total

$ 4,067,493

$ -

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Notes to Financial Statements - continued

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Class A

 

 

 

 

Shares sold

502,676

560,746

$ 4,331,157

$ 3,588,317

Reinvestment of distributions

39,668

-

334,402

-

Shares redeemed

(821,208)

(1,093,254)

(7,086,973)

(6,722,964)

Net increase (decrease)

(278,864)

(532,508)

$ (2,421,414)

$ (3,134,647)

Class T

 

 

 

 

Shares sold

202,721

318,902

$ 1,752,774

$ 2,064,516

Reinvestment of distributions

24,207

-

202,613

-

Shares redeemed

(563,942)

(704,037)

(4,787,797)

(4,201,658)

Net increase (decrease)

(337,014)

(385,135)

$ (2,832,410)

$ (2,137,142)

Class B

 

 

 

 

Shares sold

33,509

50,745

$ 282,738

$ 317,874

Reinvestment of distributions

4,957

-

40,893

-

Shares redeemed

(89,943)

(133,859)

(751,714)

(788,113)

Net increase (decrease)

(51,477)

(83,114)

$ (428,083)

$ (470,239)

Class C

 

 

 

 

Shares sold

138,774

196,866

$ 1,172,961

$ 1,233,043

Reinvestment of distributions

13,874

-

114,325

-

Shares redeemed

(301,965)

(662,831)

(2,545,004)

(3,650,532)

Net increase (decrease)

(149,317)

(465,965)

$ (1,257,718)

$ (2,417,489)

International Small Cap Opportunities

 

 

 

 

Shares sold

11,750,215

7,245,986

$ 101,991,968

$ 48,782,866

Reinvestment of distributions

792,800

21,738

6,738,804

128,470

Shares redeemed

(12,779,026)

(16,613,794)

(110,633,144)

(102,979,613)

Net increase (decrease)

(236,011)

(9,346,070)

$ (1,902,372)

$ (54,068,277)

Institutional Class

 

 

 

 

Shares sold

111,833

256,950

$ 1,028,388

$ 1,455,739

Reinvestment of distributions

3,263

122

27,765

720

Shares redeemed

(119,898)

(1,302,675)

(1,034,340)

(7,362,592)

Net increase (decrease)

(4,802)

(1,045,603)

$ 21,813

$ (5,906,133)

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11. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

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Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity International Small Cap Opportunities Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity International Small Cap Opportunities Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2010, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity International Small Cap Opportunities Fund as of October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 16, 2010

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Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

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Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

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Trustees and Officers - continued

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

Annual Report

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Annual Report

Trustees and Officers - continued

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Thomas C. Hense (46)

 

Year of Election or Appointment: 2008 or 2010

Vice President of Fidelity's High Income (2008), Small Cap (2008), and Value (2010) Funds. Previously, Mr. Hense served as a portfolio manager for Fidelity's Institutional Money Management Group (Pyramis) (2003-2008).

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of International Small Cap Opportunities Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

International Small Cap Opportunities

12/06/10

12/03/10

$0.086

$0.04

International Small Cap Opportunities designates 48% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

International Small Cap Opportunities

12/07/09

$0.083

$0.0064

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Small Cap Opportunities Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured over multiple periods against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. Because the fund had been in existence less than five calendar years, the following charts considered by the Board show, over the one- and three-year periods ended December 31, 2009, the cumulative total returns of Institutional Class (Class I) and Class B of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund. The returns of Institutional Class (Class I) and Class B show the performance of the highest and lowest performing classes, respectively (based on three-year performance). The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity International Small Cap Opportunities Fund

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The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of Institutional Class (Class I) of the fund was in the second quartile for the one-year period and the fourth quartile for the three-year period. The Board also noted that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month (or shorter) periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group is broader than the Lipper peer group used by the Board for performance comparisons because the Total Mapped Group combines several Lipper investment objective categories while the Lipper peer group does not. The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 19% means that 81% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity International Small Cap Opportunities Fund

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The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each class ranked below its competitive median for 2009.

Annual Report

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Annual Report

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your personal investments via your telephone or PC. You can access your account information, conduct trades and research your investments 24 hours a day.

By Phone

Fidelity Automated Service Telephone provides a single toll-free number to access account balances, positions, quotes and trading. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

(phone_graphic)

Fidelity Automated
Service Telephone (FAST
®)
1-800-544-5555

Press

elm745For mutual fund and brokerage trading.

elm747For quotes.*

elm749For account balances and holdings.

elm751To review orders and mutual
fund activity.

elm753To change your PIN.

elm755elm757To speak to a Fidelity representative.

By PC

Fidelity's web site on the Internet provides a wide range of information, including daily financial news, fund performance, interactive planning tools and news about Fidelity products and services.

(computer_graphic)

Fidelity's Web Site
www.fidelity.com

* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

Annual Report

To Write Fidelity

We'll give your correspondence immediate attention and send you written confirmation upon completion of your request.

(letter_graphic)

Making Changes
To Your Account

(such as changing name, address, bank, etc.)

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0002

(letter_graphic)

For Non-Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
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Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

(letter_graphic)

For Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

Annual Report

To Visit Fidelity

For directions and hours, 
please call 1-800-544-9797.

Arizona

7001 West Ray Road
Chandler, AZ

15445 N. Scottsdale Road
Scottsdale, AZ

17550 North 75th Avenue
Glendale, AZ

5330 E. Broadway Blvd
Tucson, AZ

California

815 East Birch Street
Brea, CA

1411 Chapin Avenue
Burlingame, CA

851 East Hamilton Avenue
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601 Larkspur Landing Circle
Larkspur, CA

2000 Avenue of the Stars
Los Angeles, CA

27101 Puerta Real
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73575 El Paseo
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251 University Avenue
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16656 Bernardo Ctr. Drive
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1220 Roseville Parkway
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1740 Arden Way
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7676 Hazard Center Drive
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11943 El Camino Real
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111 South Westlake Blvd
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2001 North Main Street
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6326 Canoga Avenue
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2211 Michelson Drive
Irvine, CA

Colorado

281 East Flatiron Circle
Broomfield, CO

1625 Broadway
Denver, CO

9185 Westview Road
Lone Tree, CO

Connecticut

48 West Putnam Avenue
Greenwich, CT

265 Church Street
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300 Atlantic Street
Stamford, CT

29 South Main Street
West Hartford, CT

1261 Post Road
Fairfield, CT

Delaware

400 Delaware Avenue
Wilmington, DE

Florida

175 East Altamonte Drive
Altamonte Springs, FL

1400 Glades Road
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121 Alhambra Plaza
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2948 N. Federal Highway
Ft. Lauderdale, FL

4671 Town Center Parkway
Jacksonville, FL

8880 Tamiami Trail, North
Naples, FL

230 Royal Palm Way
Palm Beach, FL

3501 PGA Boulevard
Palm Beach Gardens, FL

3550 Tamiami Trail, South
Sarasota, FL

1502 N. Westshore Blvd.
Tampa, FL

2465 State Road 7
Wellington, FL

Georgia

3242 Peachtree Road
Atlanta, GA

1000 Abernathy Road
Atlanta, GA

Illinois

One North LaSalle Street
Chicago, IL

401 North Michigan Avenue
Chicago, IL

One Skokie Valley Road
Highland Park, IL

1415 West 22nd Street
Oak Brook, IL

15105 S LaGrange Road
Orland Park, IL

1572 East Golf Road
Schaumburg, IL

1823 Freedom Drive
Naperville, IL

Indiana

8480 Keystone Crossing
Indianapolis, IN

Kansas

5400 College Boulevard
Overland Park, KS

Maine

Three Canal Plaza
Portland, ME

Maryland

7315 Wisconsin Avenue
Bethesda, MD

610 York Road
Towson, MD

Massachusetts

801 Boylston Street
Boston, MA

155 Congress Street
Boston, MA

300 Granite Street
Braintree, MA

44 Mall Road
Burlington, MA

238 Main Street
Cambridge, MA

200 Endicott Street
Danvers, MA

Annual Report

405 Cochituate Road
Framingham, MA

551 Boston Turnpike
Shrewsbury, MA

Michigan

500 E. Eisenhower Pkwy.
Ann Arbor, MI

280 N. Old Woodward Ave.
Birmingham, MI

30200 Northwestern Hwy.
Farmington Hills, MI

43420 Grand River Avenue
Novi, MI

3480 28th Street
Grand Rapids, MI

2425 S. Linden Road STE E
Flint, MI

Minnesota

7740 France Avenue South
Edina, MN

8342 3rd Street North
Oakdale, MN

Missouri

1524 South Lindbergh Blvd.
St. Louis, MO

Nevada

2225 Village Walk Drive
Henderson, NV

New Jersey

501 Route 73 South
Marlton, NJ

150 Essex Street
Millburn, NJ

35 Morris Street
Morristown, NJ

396 Route 17, North
Paramus, NJ

3518 Route 1 North
Princeton, NJ

530 Broad Street
Shrewsbury, NJ

New Mexico

2261 Q Street NE
Albuquerque, NM

New York

1130 Franklin Avenue
Garden City, NY

37 West Jericho Turnpike
Huntington Station, NY

1271 Avenue of the Americas
New York, NY

980 Madison Avenue
New York, NY

61 Broadway
New York, NY

350 Park Avenue
New York, NY

200 Fifth Avenue
New York, NY

733 Third Avenue
New York, NY

2070 Broadway
New York, NY

1075 Northern Blvd.
Roslyn, NY

799 Central Park Avenue
Scarsdale, NY

3349 Monroe Avenue
Rochester, NY

North Carolina

4611 Sharon Road
Charlotte, NC

7011 Fayetteville Road
Durham, NC

Ohio

3805 Edwards Road
Cincinnati, OH

1324 Polaris Parkway
Columbus, OH

1800 Crocker Road
Westlake, OH

28699 Chagrin Boulevard
Woodmere Village, OH

Oregon

7493 SW Bridgeport Road
Tigard, OR

Pennsylvania

600 West DeKalb Pike
King of Prussia, PA

1735 Market Street
Philadelphia, PA

12001 Perry Highway
Wexford, PA

Rhode Island

10 Memorial Boulevard
Providence, RI

Tennessee

3018 Peoples Street
Johnson City, TN

7628 West Farmington Blvd.
Germantown, TN

2035 Mallory Lane
Franklin, TN

Texas

10000 Research Boulevard
Austin, TX

4001 Northwest Parkway
Dallas, TX

12532 Memorial Drive
Houston, TX

2701 Drexel Drive
Houston, TX

6560 Fannin Street
Houston, TX

1701 Lake Robbins Drive
The Woodlands, TX

6500 N. MacArthur Blvd.
Irving, TX

6005 West Park Boulevard
Plano, TX

1576 East Southlake Blvd.
Southlake, TX

15600 Southwest Freeway
Sugar Land, TX

139 N. Loop 1604 East
San Antonio, TX

Utah

279 West South Temple
Salt Lake City, UT

Virginia

1861 International Drive
McLean, VA

11957 Democracy Drive
Reston, VA

Washington

10500 NE 8th Street
Bellevue, WA

1518 6th Avenue
Seattle, WA

304 Strander Blvd
Tukwila, WA

Washington, DC

1900 K Street, N.W.
Washington, DC

Wisconsin

16020 West Bluemound Road
Brookfield, WI

Fidelity Brokerage Services, Inc., 100 Summer St., Boston, MA 02110 Member NYSE/SIPC

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Research & Analysis Company

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

Fidelity Management & Research
(U.K.) Inc.

FIL Investments (Japan) Limited

FIL Investment Advisors

FIL Investment Advisors (U.K.) Limited

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Boston, MA

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Operations Company, Inc.

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Boston, MA

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Chicago, IL

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

Exchanges/Redemptions
and Account Assistance 1-800-544-6666

Product Information 1-800-544-6666

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(8 a.m. - 9 p.m.)

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for the deaf and hearing impaired
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Fidelity Automated Service
Telephone (FAST®) elm759
1-800-544-5555

elm759
Automated line for quickest service

ILS-UANN-1210
1.815061.106

elm903

(Fidelity Investment logo)(registered trademark)
Fidelity AdvisorSM
International Small Cap Opportunities
Fund - Class A, Class T, Class B
and Class C

Annual Report

October 31, 2010

Class A, Class T, Class B
and Class C are classes of
Fidelity® International
Small Cap Opportunities Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Life of
fund
A

  Class A (incl. 5.75% sales charge)

16.92%

0.40%

1.16%

  Class T (incl. 3.50% sales charge)

19.32%

0.64%

1.33%

  Class B (incl. contingent deferred sales charge) B

18.03%

0.49%

1.34%

  Class C (incl. contingent deferred sales charge) C

22.06%

0.85%

1.51%

A From August 2, 2005.

B Class B shares' contingent deferred sales charges included in the past one year, past five years, and life of fund total return figures are 5%, 2%, and 1%, respectively.

C Class C shares' contingent deferred sales charge included in the past one year, past five years, and life of fund total return figures are 1%, 0%, and 0%, respectively.

Annual Report

$10,000 Over Life of Class

Let's say hypothetically that $10,000 was invested in Fidelity AdvisorSM International Small Cap Opportunities Fund - Class A on August 2, 2005, when the fund started, and the current 5.75% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE® Small Cap Index performed over the same period.

elm917

Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Jed Weiss, Portfolio Manager of Fidelity AdvisorSM International Small Cap Opportunities Fund: For the year, the fund's Class A, Class T, Class B and Class C shares returned 24.05%, 23.65%, 23.03% and 23.06%, respectively (excluding sales charges), significantly outpacing the 14.31% return of the MSCI EAFE® (Europe, Australasia, Far East) Small Cap Index. Stock picking was most favorable in consumer discretionary, industrials and consumer staples, while the fund's utilities holdings and a small cash position detracted modestly. In country terms, successful positioning in Japan and the U.S. contributed, as did security selection in various emerging markets, especially Brazil, Turkey and South Africa. In Europe, good security selection in Finland and the U.K. outweighed weakness in Switzerland. The fund's top individual contributor was SSL International, a U.K.-based health care products company I sold after it agreed to be acquired. Other contributors included out-of-index positions in U.S.-listed and Sweden-based auto-safety equipment maker Autoliv; PriceSmart, a California-based warehouse club retailer operating in Central America; Banco ABC Brasil, a Brazilian bank; and South African discount retailer Mr Price Group. The fund's three biggest detractors were all, to varying degrees, hurt by the European debt crisis last spring - Greek wind utility Terna Energy, Italian asset manager Azimut Holding and U.K.-based student-housing lender Unite Group.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010
to October 31, 2010

Class A

1.23%

 

 

 

Actual

 

$ 1,000.00

$ 1,096.00

$ 6.50

HypotheticalA

 

$ 1,000.00

$ 1,019.00

$ 6.26

Class T

1.49%

 

 

 

Actual

 

$ 1,000.00

$ 1,094.60

$ 7.87

HypotheticalA

 

$ 1,000.00

$ 1,017.69

$ 7.58

Class B

1.98%

 

 

 

Actual

 

$ 1,000.00

$ 1,091.50

$ 10.44

HypotheticalA

 

$ 1,000.00

$ 1,015.22

$ 10.06

Class C

1.98%

 

 

 

Actual

 

$ 1,000.00

$ 1,091.60

$ 10.44

HypotheticalA

 

$ 1,000.00

$ 1,015.22

$ 10.06

International Small Cap Opportunities

.97%

 

 

 

Actual

 

$ 1,000.00

$ 1,097.30

$ 5.13

HypotheticalA

 

$ 1,000.00

$ 1,020.32

$ 4.94

Institutional Class

.96%

 

 

 

Actual

 

$ 1,000.00

$ 1,097.20

$ 5.07

HypotheticalA

 

$ 1,000.00

$ 1,020.37

$ 4.89

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

elm707

Japan 20.9%

 

elm709

United Kingdom 16.1%

 

elm711

United States of America 12.8%

 

elm713

Canada 5.0%

 

elm715

Brazil 4.1%

 

elm717

Germany 3.7%

 

elm719

France 3.5%

 

elm721

South Africa 3.2%

 

elm723

Finland 2.8%

 

elm725

Other 27.9%

 

elm929

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

elm707

Japan 21.9%

 

elm709

United Kingdom 17.7%

 

elm711

United States of America 10.6%

 

elm713

Canada 5.2%

 

elm715

Brazil 3.9%

 

elm717

Netherlands 3.8%

 

elm719

France 3.2%

 

elm721

South Africa 2.9%

 

elm723

Singapore 2.8%

 

elm725

Other 28.0%

 

elm941

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks and Investment Companies

97.7

98.7

Short-Term Investments and Net Other Assets

2.3

1.3

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

USS Co. Ltd. (Japan, Specialty Retail)

1.6

1.6

Osaka Securities Exchange Co. Ltd. (Japan, Diversified Financial Services)

1.6

1.7

Braskem SA Class A sponsored ADR (Brazil, Chemicals)

1.5

1.0

PriceSmart, Inc. (United States of America, Food & Staples Retailing)

1.5

1.6

Kobayashi Pharmaceutical Co. Ltd. (Japan, Personal Products)

1.5

1.3

Azimut Holdings SpA (Italy, Capital Markets)

1.4

1.6

Prosegur Compania de Seguridad SA (Reg.) (Spain, Commercial Services & Supplies)

1.3

1.2

Outotec OYJ (Finland, Construction & Engineering)

1.3

1.2

Nippon Thompson Co. Ltd. (Japan, Machinery)

1.3

1.4

Serco Group PLC (United Kingdom, Commercial Services & Supplies)

1.3

1.2

 

14.3

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Industrials

20.8

20.2

Financials

19.9

21.0

Consumer Discretionary

17.1

17.6

Materials

10.8

10.6

Consumer Staples

8.5

8.0

Information Technology

8.4

7.5

Health Care

6.4

7.5

Energy

5.4

5.6

Utilities

0.4

0.5

Telecommunication Services

0.0

0.2

Annual Report

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 97.7%

Shares

Value

Australia - 1.0%

MAp Group unit

840,958

$ 2,512,726

OZ Minerals Ltd.

1,167,654

1,790,191

TOTAL AUSTRALIA

4,302,917

Austria - 0.8%

Andritz AG

44,600

3,415,709

Bailiwick of Guernsey - 0.8%

Resolution Ltd.

860,273

3,609,732

Bailiwick of Jersey - 1.3%

Informa PLC

530,236

3,703,897

Randgold Resources Ltd. sponsored ADR

23,600

2,216,512

TOTAL BAILIWICK OF JERSEY

5,920,409

Belgium - 1.4%

Gimv NV

39,800

2,200,236

Umicore SA

89,474

4,210,543

TOTAL BELGIUM

6,410,779

Bermuda - 2.0%

Aquarius Platinum Ltd. (Australia)

301,589

1,734,301

Great Eagle Holdings Ltd.

857,000

2,565,057

Lazard Ltd. Class A

25,000

922,500

Seadrill Ltd.

34,398

1,041,456

Trinity Ltd.

2,680,000

2,679,568

TOTAL BERMUDA

8,942,882

Brazil - 4.1%

Banco ABC Brasil SA

535,300

5,273,706

BR Malls Participacoes SA

181,600

1,734,658

Braskem SA Class A sponsored ADR (d)

324,400

6,763,740

Iguatemi Empresa de Shopping Centers SA

39,800

928,791

Multiplan Empreendimentos Imobiliarios SA

47,800

1,095,815

Odontoprev SA

151,500

2,226,370

TOTAL BRAZIL

18,023,080

Canada - 5.0%

Agnico-Eagle Mines Ltd. (Canada)

25,100

1,946,671

Eldorado Gold Corp.

104,600

1,771,195

Fairfax Financial Holdings Ltd. (sub. vtg.)

7,190

2,941,069

Niko Resources Ltd.

54,400

5,189,842

Open Text Corp. (a)

40,500

1,791,705

Pan American Silver Corp.

53,400

1,704,528

Common Stocks - continued

Shares

Value

Canada - continued

Petrobank Energy & Resources Ltd. (a)

140,800

$ 5,603,561

Quadra FNX Mining Ltd. (a)

76,400

1,078,694

TOTAL CANADA

22,027,265

Cayman Islands - 1.2%

China Lilang Ltd.

1,443,000

2,256,302

Vantage Drilling Co. (a)

725,331

1,247,569

Wynn Macau Ltd.

762,000

1,684,977

TOTAL CAYMAN ISLANDS

5,188,848

China - 0.1%

China Hongxing Sports Ltd.

4,264,000

576,528

Cyprus - 0.1%

AFI Development PLC GDR (Reg. S)

470,800

555,544

Denmark - 0.5%

William Demant Holding AS (a)

28,533

2,138,737

Finland - 2.8%

Metso Corp.

57,500

2,725,885

Nokian Tyres PLC (d)

111,400

3,859,688

Outotec OYJ (d)

127,800

5,964,328

TOTAL FINLAND

12,549,901

France - 3.5%

Audika SA

120,384

2,939,771

Laurent-Perrier Group

25,963

2,925,862

Remy Cointreau SA

47,298

3,320,914

Saft Groupe SA

85,419

3,262,605

Vetoquinol SA

21,539

912,900

Virbac SA

13,000

2,091,976

TOTAL FRANCE

15,454,028

Germany - 3.7%

alstria office REIT-AG

75,100

1,046,024

Bilfinger Berger Se

44,776

3,260,346

Colonia Real Estate AG (a)

386,909

2,538,927

CTS Eventim AG

57,996

3,273,133

Fielmann AG

27,537

2,779,852

Software AG (Bearer)

24,227

3,394,663

TOTAL GERMANY

16,292,945

Greece - 0.4%

Terna Energy SA

443,751

1,907,943

Common Stocks - continued

Shares

Value

India - 0.7%

Apollo Tyres Ltd.

514,796

$ 830,991

Jyothy Laboratories Ltd.

351,322

2,187,589

TOTAL INDIA

3,018,580

Ireland - 0.6%

James Hardie Industries NV sponsored ADR (a)

106,775

2,838,080

Israel - 0.6%

Azrieli Group

68,005

1,752,976

Ituran Location & Control Ltd.

70,645

1,098,530

TOTAL ISRAEL

2,851,506

Italy - 2.3%

Azimut Holdings SpA

626,773

6,392,664

Interpump Group SpA (a)

590,858

3,853,825

TOTAL ITALY

10,246,489

Japan - 20.9%

Aozora Bank Ltd.

1,335,000

2,239,654

Asahi Co. Ltd. (d)

72,000

1,064,745

Autobacs Seven Co. Ltd.

102,200

3,829,166

Daikoku Denki Co. Ltd.

150,800

1,705,331

Daikokutenbussan Co. Ltd.

105,500

3,697,154

FCC Co. Ltd.

147,900

3,174,143

Fukuoka (REIT) Investment Fund

189

1,268,299

GCA Savvian Group Corp. (a)

1,694

1,606,216

Glory Ltd.

58,400

1,288,182

Goldcrest Co. Ltd.

54,690

1,180,521

Japan Steel Works Ltd.

229,000

2,184,908

Kamigumi Co. Ltd.

298,000

2,329,340

Kobayashi Pharmaceutical Co. Ltd.

142,700

6,649,994

Kyoto Kimono Yuzen Co. Ltd.

109,900

1,195,011

Meiko Network Japan Co. Ltd.

120,500

1,004,791

Miraial Co. Ltd.

44,000

1,078,812

MS&AD Insurance Group Holdings, Inc.

38,660

926,174

Nabtesco Corp.

205,000

3,630,235

Nachi-Fujikoshi Corp.

858,000

2,569,628

Nagaileben Co. Ltd.

39,900

946,057

Nihon M&A Center, Inc.

381

1,377,793

Nihon Parkerizing Co. Ltd.

162,000

2,127,923

Nippon Seiki Co. Ltd.

186,000

1,883,808

Nippon Thompson Co. Ltd.

832,000

5,769,305

Nitto Kohki Co. Ltd.

38,900

917,029

Common Stocks - continued

Shares

Value

Japan - continued

Obic Co. Ltd.

13,240

$ 2,444,966

Osaka Securities Exchange Co. Ltd.

1,381

6,950,478

OSG Corp.

171,600

1,793,409

SAZABY, Inc.

49,300

918,976

SHO-BOND Holdings Co. Ltd.

112,200

2,400,999

Shoei Co. Ltd.

68,800

623,278

The Nippon Synthetic Chemical Industry Co. Ltd.

180,000

1,055,797

THK Co. Ltd.

107,700

2,071,823

Toho Holdings Co. Ltd.

138,600

1,941,123

Tsumura & Co.

75,000

2,307,692

Tsutsumi Jewelry Co. Ltd.

41,400

974,935

USS Co. Ltd.

89,540

6,965,577

Yamatake Corp.

81,000

1,971,903

Yamato Kogyo Co. Ltd.

188,700

4,840,025

TOTAL JAPAN

92,905,200

Korea (South) - 0.8%

NCsoft Corp.

4,673

1,028,517

NHN Corp. (a)

13,235

2,348,050

TOTAL KOREA (SOUTH)

3,376,567

Luxembourg - 0.3%

GlobeOp Financial Services SA

243,800

1,192,319

Netherlands - 2.8%

Aalberts Industries NV

192,200

3,510,107

ASM International NV unit (a)(d)

167,800

4,287,290

Heijmans NV unit (a)

81,690

1,540,195

QIAGEN NV (a)(d)

166,200

3,126,222

TOTAL NETHERLANDS

12,463,814

Norway - 0.4%

Sevan Marine ASA (a)

1,190,500

1,604,116

Papua New Guinea - 0.2%

Oil Search Ltd.

164,418

1,027,640

Philippines - 0.3%

Jollibee Food Corp.

545,210

1,124,734

Portugal - 0.6%

Jeronimo Martins SGPS SA

179,600

2,693,970

Singapore - 2.3%

Allgreen Properties Ltd.

2,765,000

2,542,185

Keppel Land Ltd.

321,000

1,098,687

Common Stocks - continued

Shares

Value

Singapore - continued

Singapore Exchange Ltd.

622,000

$ 4,229,004

Wing Tai Holdings Ltd.

1,817,000

2,456,733

TOTAL SINGAPORE

10,326,609

South Africa - 3.2%

African Rainbow Minerals Ltd.

155,700

3,972,155

Clicks Group Ltd.

595,513

3,885,046

JSE Ltd.

219,281

2,472,959

Mr Price Group Ltd.

445,900

4,052,219

TOTAL SOUTH AFRICA

14,382,379

Spain - 1.5%

Grifols SA (d)

50,332

814,851

Prosegur Compania de Seguridad SA (Reg.)

100,209

6,004,106

TOTAL SPAIN

6,818,957

Sweden - 1.1%

Intrum Justitia AB

166,800

2,296,695

Swedish Match Co.

84,600

2,363,928

TOTAL SWEDEN

4,660,623

Switzerland - 1.8%

Bank Sarasin & Co. Ltd. Series B (Reg.)

141,200

5,164,017

Sonova Holding AG Class B

23,726

2,747,767

TOTAL SWITZERLAND

7,911,784

Turkey - 2.0%

Albaraka Turk Katilim Bankasi AS

1,230,000

2,469,776

Anadolu Efes Biracilik ve Malt Sanayii AS

113,000

1,804,155

Asya Katilim Bankasi AS

896,000

2,311,371

Coca-Cola Icecek AS

190,000

2,437,426

TOTAL TURKEY

9,022,728

United Kingdom - 16.1%

AMEC PLC

135,700

2,361,092

Babcock International Group PLC

314,700

2,924,340

Bellway PLC

223,172

1,909,344

Britvic PLC

391,200

3,023,495

Cobham PLC

499,200

1,852,321

Dechra Pharmaceuticals PLC

173,400

1,472,408

Derwent London PLC

70,900

1,726,605

Great Portland Estates PLC

522,489

2,892,200

H&T Group PLC (d)

371,803

2,078,938

Common Stocks - continued

Shares

Value

United Kingdom - continued

InterContinental Hotel Group PLC ADR (d)

195,500

$ 3,782,925

Johnson Matthey PLC

132,689

4,068,928

Meggitt PLC

785,545

4,154,510

Micro Focus International PLC

321,800

1,968,453

Mothercare PLC

323,401

2,722,810

Persimmon PLC

256,563

1,401,689

Rotork PLC

65,300

1,752,392

Serco Group PLC

570,476

5,611,887

Shaftesbury PLC

456,732

3,263,619

Spectris PLC

207,487

3,753,082

Spirax-Sarco Engineering PLC

184,230

5,339,519

Ted Baker PLC

249,000

2,453,452

Ultra Electronics Holdings PLC

100,669

3,001,548

Unite Group PLC (a)

1,339,170

4,462,747

Victrex PLC

178,582

3,693,747

TOTAL UNITED KINGDOM

71,672,051

United States of America - 10.5%

Advanced Energy Industries, Inc. (a)

210,419

3,021,617

Autoliv, Inc.

66,600

4,748,580

Cymer, Inc. (a)

92,100

3,403,095

Dril-Quip, Inc. (a)

29,100

2,010,810

Evercore Partners, Inc. Class A

42,700

1,296,372

ION Geophysical Corp. (a)(d)

455,889

2,229,297

Juniper Networks, Inc. (a)

108,200

3,504,598

Kansas City Southern (a)

84,300

3,694,026

Lam Research Corp. (a)

23,203

1,062,465

Martin Marietta Materials, Inc. (d)

23,900

1,923,472

Mohawk Industries, Inc. (a)

81,000

4,644,540

Oceaneering International, Inc. (a)

19,400

1,200,278

PriceSmart, Inc.

228,296

6,695,922

ResMed, Inc. (a)

148,200

4,723,134

Solera Holdings, Inc.

22,500

1,081,125

Solutia, Inc. (a)

66,156

1,198,085

TOTAL UNITED STATES OF AMERICA

46,437,416

TOTAL COMMON STOCKS

(Cost $328,402,495)

433,892,809

Money Market Funds - 6.3%

Shares

Value

Fidelity Cash Central Fund, 0.23% (b)

10,922,935

$ 10,922,935

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

17,012,021

17,012,021

TOTAL MONEY MARKET FUNDS

(Cost $27,934,956)

27,934,956

TOTAL INVESTMENT PORTFOLIO - 104.0%

(Cost $356,337,451)

461,827,765

NET OTHER ASSETS (LIABILITIES) - (4.0)%

(17,810,509)

NET ASSETS - 100%

$ 444,017,256

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 12,535

Fidelity Securities Lending Cash Central Fund

263,176

Total

$ 275,711

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Japan

$ 92,905,200

$ 89,794,118

$ 3,111,082

$ -

United Kingdom

71,672,051

71,672,051

-

-

United States of America

46,437,416

46,437,416

-

-

Canada

22,027,265

22,027,265

-

-

Brazil

18,023,080

18,023,080

-

-

Germany

16,292,945

16,292,945

-

-

France

15,454,028

15,454,028

-

-

South Africa

14,382,379

14,382,379

-

-

Finland

12,549,901

12,549,901

-

-

Other

124,148,544

123,317,553

830,991

-

Money Market Funds

27,934,956

27,934,956

-

-

Total Investments in Securities:

$ 461,827,765

$ 457,885,692

$ 3,942,073

$ -

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $420,935,635 of which $90,555,924 and $330,379,711 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $16,477,464) - See accompanying schedule:

Unaffiliated issuers (cost $328,402,495)

$ 433,892,809

 

Fidelity Central Funds (cost $27,934,956)

27,934,956

 

Total Investments (cost $356,337,451)

 

$ 461,827,765

Foreign currency held at value (cost $144,438)

144,438

Receivable for investments sold

3,451,646

Receivable for fund shares sold

265,800

Dividends receivable

1,033,772

Distributions receivable from Fidelity Central Funds

13,747

Other receivables

16,199

Total assets

466,753,367

 

 

 

Liabilities

Payable for investments purchased

$ 4,888,295

Payable for fund shares redeemed

393,945

Accrued management fee

223,687

Distribution and service plan fees payable

18,734

Other affiliated payables

122,810

Other payables and accrued expenses

76,619

Collateral on securities loaned, at value

17,012,021

Total liabilities

22,736,111

 

 

 

Net Assets

$ 444,017,256

Net Assets consist of:

 

Paid in capital

$ 757,537,538

Undistributed net investment income

3,575,839

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(422,628,442)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

105,532,321

Net Assets

$ 444,017,256

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($20,227,814 ÷ 2,060,269 shares)

$ 9.82

 

 

 

Maximum offering price per share (100/94.25 of $9.82)

$ 10.42

Class T:
Net Asset Value
and redemption price per share ($11,202,002 ÷ 1,152,196 shares)

$ 9.72

 

 

 

Maximum offering price per share (100/96.50 of $9.72)

$ 10.07

Class B:
Net Asset Value
and offering price per share ($2,902,474 ÷ 304,234 shares)A

$ 9.54

 

 

 

Class C:
Net Asset Value
and offering price per share ($8,935,535 ÷ 937,891 shares)A

$ 9.53

 

 

 

 

 

 

International Small Cap Opportunities:
Net Asset Value
, offering price and redemption price per share ($398,331,167 ÷ 40,172,676 shares)

$ 9.92

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($2,418,264 ÷ 243,597 shares)

$ 9.93

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 7,608,270

Interest

 

5

Income from Fidelity Central Funds

 

275,711

Income before foreign taxes withheld

 

7,883,986

Less foreign taxes withheld

 

(520,283)

Total income

 

7,363,703

 

 

 

Expenses

Management fee
Basic fee

$ 3,343,372

Performance adjustment

(1,495,592)

Transfer agent fees

1,191,720

Distribution and service plan fees

216,769

Accounting and security lending fees

206,297

Custodian fees and expenses

124,178

Independent trustees' compensation

2,177

Registration fees

77,687

Audit

71,763

Legal

1,903

Miscellaneous

5,248

Total expenses before reductions

3,745,522

Expense reductions

(55,920)

3,689,602

Net investment income (loss)

3,674,101

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

58,545,504

Foreign currency transactions

(57,981)

Total net realized gain (loss)

 

58,487,523

Change in net unrealized appreciation (depreciation) on:

Investment securities

25,226,622

Assets and liabilities in foreign currencies

27,111

Total change in net unrealized appreciation (depreciation)

 

25,253,733

Net gain (loss)

83,741,256

Net increase (decrease) in net assets resulting from operations

$ 87,415,357

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 3,674,101

$ 3,774,364

Net realized gain (loss)

58,487,523

(316,364,225)

Change in net unrealized appreciation (depreciation)

25,253,733

391,843,877

Net increase (decrease) in net assets resulting
from operations

87,415,357

79,254,016

Distributions to shareholders from net investment income

(3,861,178)

(140,700)

Distributions to shareholders from net realized gain

(4,067,493)

-

Total distributions

(7,928,671)

(140,700)

Share transactions - net increase (decrease)

(8,820,184)

(68,133,927)

Redemption fees

60,781

113,424

Total increase (decrease) in net assets

70,727,283

11,092,813

 

 

 

Net Assets

Beginning of period

373,289,973

362,197,160

End of period (including undistributed net investment income of $3,575,839 and undistributed net investment income of $3,633,664, respectively)

$ 444,017,256

$ 373,289,973

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.07

$ 6.24

$ 18.97

$ 14.18

$ 10.41

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)C

  .06

  .06

  .02

  .02

  -G

Net realized and unrealized gain (loss)

  1.85

  1.77

  (10.85)

  4.76

  3.74

Total from investment operations

  1.91

  1.83

  (10.83)

  4.78

  3.74

Distributions from net investment income

  (.07)

  -

  (.03)

  -

  -

Distributions from net realized gain

  (.09)

  -

  (1.88)

  -

  -G

Total distributions

  (.16)

  -

  (1.90)H

  -

  -G

Redemption fees added to paid in capitalC

  -G

  -G

  -G

  .01

  .03

Net asset value, end of period

$ 9.82

$ 8.07

$ 6.24

$ 18.97

$ 14.18

Total ReturnA,B

  24.05%

  29.33%

  (62.98)%

  33.78%

  36.25%

Ratios to Average Net AssetsD,F

 

 

 

 

 

Expenses before reductions

  1.16%

  .94%

  1.75%

  1.63%

  1.63%

Expenses net of fee waivers, if any

  1.16%

  .94%

  1.66%

  1.63%

  1.63%

Expenses net of all reductions

  1.15%

  .89%

  1.62%

  1.59%

  1.51%

Net investment income (loss)

  .74%

  1.00%

  .13%

  .10%

  .02%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 20,228

$ 18,883

$ 17,905

$ 70,785

$ 35,674

Portfolio turnover rateE

  49%

  174%

  61%

  107%

  164%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

H Total distributions of $1.90 per share is comprised of distributions from net investment income of $.025 and distributions from net realized gain of $1.878 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.00

$ 6.20

$ 18.85

$ 14.12

$ 10.38

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)C

  .04

  .05

  (.02)

  (.02)

  (.03)

Net realized and unrealized gain (loss)

  1.83

  1.75

  (10.78)

  4.74

  3.74

Total from investment operations

  1.87

  1.80

  (10.80)

  4.72

  3.71

Distributions from net investment income

  (.06)

  -

  -

  -

  -

Distributions from net realized gain

  (.09)

  -

  (1.85)

  -

  -

Total distributions

  (.15)

  -

  (1.85)H

  -

  -

Redemption fees added to paid in capitalC

  -G

  -G

  -G

  .01

  .03

Net asset value, end of period

$ 9.72

$ 8.00

$ 6.20

$ 18.85

$ 14.12

Total ReturnA,B

  23.65%

  29.03%

  (63.08)%

  33.50%

  36.03%

Ratios to Average Net AssetsD,F

 

 

 

 

 

Expenses before reductions

  1.43%

  1.20%

  2.00%

  1.85%

  1.85%

Expenses net of fee waivers, if any

  1.43%

  1.20%

  1.91%

  1.85%

  1.85%

Expenses net of all reductions

  1.41%

  1.15%

  1.87%

  1.81%

  1.74%

Net investment income (loss)

  .48%

  .74%

  (.12)%

  (.13)%

  (.20)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 11,202

$ 11,915

$ 11,614

$ 46,568

$ 28,309

Portfolio turnover rateE

  49%

  174%

  61%

  107%

  164%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

H Total distributions of $1.85 per share is comprised of distributions from net realized gain of $1.852 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.87

$ 6.12

$ 18.64

$ 14.04

$ 10.37

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)C

  (-)G

  .02

  (.08)

  (.11)

  (.10)

Net realized and unrealized gain (loss)

  1.79

  1.73

  (10.68)

  4.70

  3.74

Total from investment operations

  1.79

  1.75

  (10.76)

  4.59

  3.64

Distributions from net investment income

  (.03)

  -

  -

  -

  -

Distributions from net realized gain

  (.09)

  -

  (1.76)

  -

  -

Total distributions

  (.12)

  -

  (1.76)H

  -

  -

Redemption fees added to paid in capitalC

  -G

  -G

  -G

  .01

  .03

Net asset value, end of period

$ 9.54

$ 7.87

$ 6.12

$ 18.64

$ 14.04

Total ReturnA,B

  23.03%

  28.59%

  (63.32)%

  32.76%

  35.39%

Ratios to Average Net AssetsD,F

 

 

 

 

 

Expenses before reductions

  1.91%

  1.69%

  2.51%

  2.40%

  2.45%

Expenses net of fee waivers, if any

  1.91%

  1.69%

  2.41%

  2.40%

  2.41%

Expenses net of all reductions

  1.90%

  1.64%

  2.38%

  2.36%

  2.30%

Net investment income (loss)

  (.01)%

  .25%

  (.62)%

  (.67)%

  (.76)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,902

$ 2,799

$ 2,687

$ 10,975

$ 7,709

Portfolio turnover rateE

  49%

  174%

  61%

  107%

  164%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

H Total distributions of $1.76 per share is comprised of distributions from net realized gain of $1.760 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.86

$ 6.11

$ 18.63

$ 14.03

$ 10.37

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)C

  (-)G

  .02

  (.08)

  (.11)

  (.10)

Net realized and unrealized gain (loss)

  1.79

  1.73

  (10.66)

  4.70

  3.73

Total from investment operations

  1.79

  1.75

  (10.74)

  4.59

  3.63

Distributions from net investment income

  (.03)

  -

  -

  -

  -

Distributions from net realized gain

  (.09)

  -

  (1.78)

  -

  -

Total distributions

  (.12)

  -

  (1.78)H

  -

  -

Redemption fees added to paid in capitalC

  -G

  -G

  -G

  .01

  .03

Net asset value, end of period

$ 9.53

$ 7.86

$ 6.11

$ 18.63

$ 14.03

Total ReturnA,B

  23.06%

  28.64%

  (63.32)%

  32.79%

  35.29%

Ratios to Average Net AssetsD,F

 

 

 

 

 

Expenses before reductions

  1.91%

  1.68%

  2.51%

  2.38%

  2.38%

Expenses net of fee waivers, if any

  1.91%

  1.68%

  2.41%

  2.38%

  2.38%

Expenses net of all reductions

  1.90%

  1.63%

  2.38%

  2.34%

  2.27%

Net investment income (loss)

  (.01)%

  .26%

  (.62)%

  (.66)%

  (.73)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 8,936

$ 8,543

$ 9,497

$ 40,894

$ 26,320

Portfolio turnover rateE

  49%

  174%

  61%

  107%

  164%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

H Total distributions of $1.78 per share is comprised of distributions from net realized gain of $1.775 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Small Cap Opportunities

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.14

$ 6.28

$ 19.09

$ 14.23

$ 10.40

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)B

  .09

  .08

  .05

  .07

  .05

Net realized and unrealized gain (loss)

  1.87

  1.78

  (10.92)

  4.78

  3.75

Total from investment operations

  1.96

  1.86

  (10.87)

  4.85

  3.80

Distributions from net investment income

  (.09)

  -F

  (.06)

  -

  -

Distributions from net realized gain

  (.09)

  -

  (1.88)

  -

  -F

Total distributions

  (.18)

  -F

  (1.94)G

  -

  -F

Redemption fees added to paid in capitalB

  -F

  -F

  -F

  .01

  .03

Net asset value, end of period

$ 9.92

$ 8.14

$ 6.28

$ 19.09

$ 14.23

Total ReturnA

  24.43%

  29.68%

  (62.91)%

  34.15%

  36.86%

Ratios to Average Net AssetsC,E

 

 

 

 

 

Expenses before reductions

  .91%

  .68%

  1.44%

  1.30%

  1.28%

Expenses net of fee waivers, if any

  .91%

  .68%

  1.44%

  1.30%

  1.28%

Expenses net of all reductions

  .89%

  .64%

  1.40%

  1.25%

  1.16%

Net investment income (loss)

  1.00%

  1.25%

  .36%

  .43%

  .37%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 398,331

$ 329,128

$ 312,376

$ 1,433,844

$ 981,210

Portfolio turnover rateD

  49%

  174%

  61%

  107%

  164%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

G Total distributions of $1.94 per share is comprised of distributions from net investment income of $.064 and distributions from net realized gain of $1.878 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.14

$ 6.27

$ 19.09

$ 14.22

$ 10.40

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)B

  .09

  .08

  .05

  .08

  .05

Net realized and unrealized gain (loss)

  1.86

  1.79

  (10.92)

  4.78

  3.74

Total from investment operations

  1.95

  1.87

  (10.87)

  4.86

  3.79

Distributions from net investment income

  (.07)

  -F

  (.07)

  -

  -

Distributions from net realized gain

  (.09)

  -

  (1.88)

  -

  -F

Total distributions

  (.16)

  -F

  (1.95)G

  -

  -F

Redemption fees added to paid in capitalB

  -F

  -F

  -F

  .01

  .03

Net asset value, end of period

$ 9.93

$ 8.14

$ 6.27

$ 19.09

$ 14.22

Total ReturnA

  24.33%

  29.87%

  (62.95)%

  34.25%

  36.77%

Ratios to Average Net AssetsC,E

 

 

 

 

 

Expenses before reductions

  .90%

  .68%

  1.40%

  1.29%

  1.25%

Expenses net of fee waivers, if any

  .90%

  .68%

  1.40%

  1.29%

  1.25%

Expenses net of all reductions

  .88%

  .64%

  1.37%

  1.25%

  1.14%

Net investment income (loss)

  1.01%

  1.25%

  .39%

  .44%

  .40%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,418

$ 2,022

$ 8,117

$ 27,609

$ 13,954

Portfolio turnover rateD

  49%

  174%

  61%

  107%

  164%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

G Total distributions of $1.95 per share is comprised of distributions from net investment income of $.074 and distributions from net realized gain of $1.878 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity International Small Cap Opportunities Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, International Small Cap Opportunities and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management

Annual Report

3. Significant Accounting Policies - continued

to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in significant transfers between Level 1 and Level 2. For restricted equity securities and private placements

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Security Valuation - continued

where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities.

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 110,936,787

Gross unrealized depreciation

(8,823,890)

Net unrealized appreciation (depreciation)

$ 102,112,897

 

 

Tax Cost

$ 359,714,868

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 5,260,449

Capital loss carryforward

$ (420,935,635)

Net unrealized appreciation (depreciation)

$ 102,154,904

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 7,928,671

$ 140,700

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days are subject to a redemption fee equal to 2.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $186,444,286 and $203,425,442, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .60% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on relative investment performance of International Small Cap Opportunities as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .47% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total
Fees

Retained
by FDC

Class A

-%

.25%

$ 47,792

$ 274

Class T

.25%

.25%

54,808

-

Class B

.75%

.25%

28,142

21,120

Class C

.75%

.25%

86,027

7,949

 

 

 

$ 216,769

$ 29,343

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 7,450

Class T

2,287

Class B*

7,594

Class C*

697

 

$ 18,028

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

 

Amount

% of
Average
Net Assets

Class A

$ 59,699

.31

Class T

35,532

.32

Class B

8,814

.31

Class C

26,844

.31

International Small Cap Opportunities

1,055,328

.30

Institutional Class

5,503

.30

 

$ 1,191,720

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $1,186 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $1,513 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is

Annual Report

7. Security Lending - continued

delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $263,176. During the period, there were no securities loaned to FCM.

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $55,920 for the period.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Class A

$ 167,529

$ -

Class T

81,809

-

Class B

11,651

-

Class C

35,378

-

International Small Cap Opportunities

3,548,259

138,653

Institutional Class

16,552

2,047

Total

$ 3,861,178

$ 140,700

From net realized gain

 

 

Class A

$ 203,751

$ -

Class T

126,944

-

Class B

31,778

-

Class C

96,486

-

International Small Cap Opportunities

3,588,127

-

Institutional Class

20,407

-

Total

$ 4,067,493

$ -

Annual Report

Notes to Financial Statements - continued

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Class A

 

 

 

 

Shares sold

502,676

560,746

$ 4,331,157

$ 3,588,317

Reinvestment of distributions

39,668

-

334,402

-

Shares redeemed

(821,208)

(1,093,254)

(7,086,973)

(6,722,964)

Net increase (decrease)

(278,864)

(532,508)

$ (2,421,414)

$ (3,134,647)

Class T

 

 

 

 

Shares sold

202,721

318,902

$ 1,752,774

$ 2,064,516

Reinvestment of distributions

24,207

-

202,613

-

Shares redeemed

(563,942)

(704,037)

(4,787,797)

(4,201,658)

Net increase (decrease)

(337,014)

(385,135)

$ (2,832,410)

$ (2,137,142)

Class B

 

 

 

 

Shares sold

33,509

50,745

$ 282,738

$ 317,874

Reinvestment of distributions

4,957

-

40,893

-

Shares redeemed

(89,943)

(133,859)

(751,714)

(788,113)

Net increase (decrease)

(51,477)

(83,114)

$ (428,083)

$ (470,239)

Class C

 

 

 

 

Shares sold

138,774

196,866

$ 1,172,961

$ 1,233,043

Reinvestment of distributions

13,874

-

114,325

-

Shares redeemed

(301,965)

(662,831)

(2,545,004)

(3,650,532)

Net increase (decrease)

(149,317)

(465,965)

$ (1,257,718)

$ (2,417,489)

International Small Cap Opportunities

 

 

 

 

Shares sold

11,750,215

7,245,986

$ 101,991,968

$ 48,782,866

Reinvestment of distributions

792,800

21,738

6,738,804

128,470

Shares redeemed

(12,779,026)

(16,613,794)

(110,633,144)

(102,979,613)

Net increase (decrease)

(236,011)

(9,346,070)

$ (1,902,372)

$ (54,068,277)

Institutional Class

 

 

 

 

Shares sold

111,833

256,950

$ 1,028,388

$ 1,455,739

Reinvestment of distributions

3,263

122

27,765

720

Shares redeemed

(119,898)

(1,302,675)

(1,034,340)

(7,362,592)

Net increase (decrease)

(4,802)

(1,045,603)

$ 21,813

$ (5,906,133)

Annual Report

11. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity International Small Cap Opportunities Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity International Small Cap Opportunities Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2010, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity International Small Cap Opportunities Fund as of October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 16, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Annual Report

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

Trustees and Officers - continued

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

Annual Report

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-
present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000- 2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Annual Report

Trustees and Officers - continued

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Thomas C. Hense (46)

 

Year of Election or Appointment: 2008 or 2010

Vice President of Fidelity's High Income (2008), Small Cap (2008), and Value (2010) Funds. Previously, Mr. Hense served as a portfolio manager for Fidelity's Institutional Money Management Group (Pyramis) (2003-2008).

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008- present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006- 2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-
present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Advisor International Small Cap Opportunities Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Class A

12/06/10

12/03/10

$0.056

$0.04

Class T

12/06/10

12/03/10

$0.025

$0.04

Class B

12/06/10

12/03/10

$0.00

$0.015

Class C

12/06/10

12/03/10

$0.00

$0.015

Class A designates 52%, Class T designates 57%, Class B designates 68%, and Class C designates 68% of the dividends distributed in during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Class A

12/07/09

$0.076

$0.0064

Class T

12/07/09

$0.069

$0.0064

Class B

12/07/09

$0.058

$0.0064

Class C

12/07/09

$0.058

$0.0064

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Small Cap Opportunities Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured over multiple periods against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. Because the fund had been in existence less than five calendar years, the following charts considered by the Board show, over the one- and three-year periods ended December 31, 2009, the cumulative total returns of Institutional Class (Class I) and Class B of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund. The returns of Institutional Class (Class I) and Class B show the performance of the highest and lowest performing classes, respectively (based on three-year performance). The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Fidelity International Small Cap Opportunities Fund

elm943

The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of Institutional Class (Class I) of the fund was in the second quartile for the one-year period and the fourth quartile for the three-year period. The Board also noted that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month (or shorter) periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group is broader than the Lipper peer group used by the Board for performance comparisons because the Total Mapped Group combines several Lipper investment objective categories while the Lipper peer group does not. The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 19% means that 81% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Fidelity International Small Cap Opportunities Fund

elm945

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each class ranked below its competitive median for 2009.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

Annual Report

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Northern Trust Company

Chicago, IL

AILS-UANN-1210
1.815089.105

elm807

(Fidelity Investment logo)(registered trademark)
Fidelity AdvisorSM
International Small Cap Opportunities
Fund - Institutional Class

Annual Report

October 31, 2010

Institutional Class
is a class of Fidelity®
International Small Cap
Opportunities Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Past 5
years

Life of
fund
A

  Institutional Class

24.33%

1.89%

2.57%

A From August 2, 2005.

$10,000 Over Life of Class

Let's say hypothetically that $10,000 was invested in Fidelity AdvisorSM International Small Cap Opportunities Fund - Institutional Class on August 2, 2005, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE® Small Cap Index performed over the same period.

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Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Jed Weiss, Portfolio Manager of Fidelity AdvisorSM International Small Cap Opportunities Fund: For the year, the fund's Institutional Class shares returned 24.33%, significantly outpacing the 14.31% return of the MSCI EAFE® (Europe, Australasia, Far East) Small Cap Index. Stock picking was most favorable in consumer discretionary, industrials and consumer staples, while the fund's utilities holdings and a small cash position detracted modestly. In country terms, successful positioning in Japan and the U.S. contributed, as did security selection in various emerging markets, especially Brazil, Turkey and South Africa. In Europe, good security selection in Finland and the U.K. outweighed weakness in Switzerland. The fund's top individual contributor was SSL International, a U.K.-based health care products company I sold after it agreed to be acquired. Other contributors included out-of-index positions in U.S.-listed and Sweden-based auto-safety equipment maker Autoliv; PriceSmart, a California-based warehouse club retailer operating in Central America; Banco ABC Brasil, a Brazilian bank; and South African discount retailer Mr Price Group. The fund's three biggest detractors were all, to varying degrees, hurt by the European debt crisis last spring - Greek wind utility Terna Energy, Italian asset manager Azimut Holding and U.K.-based student-housing lender Unite Group.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010
to October 31, 2010

Class A

1.23%

 

 

 

Actual

 

$ 1,000.00

$ 1,096.00

$ 6.50

HypotheticalA

 

$ 1,000.00

$ 1,019.00

$ 6.26

Class T

1.49%

 

 

 

Actual

 

$ 1,000.00

$ 1,094.60

$ 7.87

HypotheticalA

 

$ 1,000.00

$ 1,017.69

$ 7.58

Class B

1.98%

 

 

 

Actual

 

$ 1,000.00

$ 1,091.50

$ 10.44

HypotheticalA

 

$ 1,000.00

$ 1,015.22

$ 10.06

Class C

1.98%

 

 

 

Actual

 

$ 1,000.00

$ 1,091.60

$ 10.44

HypotheticalA

 

$ 1,000.00

$ 1,015.22

$ 10.06

International Small Cap Opportunities

.97%

 

 

 

Actual

 

$ 1,000.00

$ 1,097.30

$ 5.13

HypotheticalA

 

$ 1,000.00

$ 1,020.32

$ 4.94

Institutional Class

.96%

 

 

 

Actual

 

$ 1,000.00

$ 1,097.20

$ 5.07

HypotheticalA

 

$ 1,000.00

$ 1,020.37

$ 4.89

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

elm707

Japan 20.9%

 

elm709

United Kingdom 16.1%

 

elm711

United States of America 12.8%

 

elm713

Canada 5.0%

 

elm715

Brazil 4.1%

 

elm717

Germany 3.7%

 

elm719

France 3.5%

 

elm721

South Africa 3.2%

 

elm723

Finland 2.8%

 

elm725

Other 27.9%

 

elm972

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

elm707

Japan 21.9%

 

elm709

United Kingdom 17.7%

 

elm711

United States of America 10.6%

 

elm713

Canada 5.2%

 

elm715

Brazil 3.9%

 

elm717

Netherlands 3.8%

 

elm719

France 3.2%

 

elm721

South Africa 2.9%

 

elm723

Singapore 2.8%

 

elm725

Other 28.0%

 

elm984

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks and Investment Companies

97.7

98.7

Short-Term Investments and Net Other Assets

2.3

1.3

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

USS Co. Ltd. (Japan, Specialty Retail)

1.6

1.6

Osaka Securities Exchange Co. Ltd. (Japan, Diversified Financial Services)

1.6

1.7

Braskem SA Class A sponsored ADR (Brazil, Chemicals)

1.5

1.0

PriceSmart, Inc. (United States of America, Food & Staples Retailing)

1.5

1.6

Kobayashi Pharmaceutical Co. Ltd. (Japan, Personal Products)

1.5

1.3

Azimut Holdings SpA (Italy, Capital Markets)

1.4

1.6

Prosegur Compania de Seguridad SA (Reg.) (Spain, Commercial Services & Supplies)

1.3

1.2

Outotec OYJ (Finland, Construction & Engineering)

1.3

1.2

Nippon Thompson Co. Ltd. (Japan, Machinery)

1.3

1.4

Serco Group PLC (United Kingdom, Commercial Services & Supplies)

1.3

1.2

 

14.3

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Industrials

20.8

20.2

Financials

19.9

21.0

Consumer Discretionary

17.1

17.6

Materials

10.8

10.6

Consumer Staples

8.5

8.0

Information Technology

8.4

7.5

Health Care

6.4

7.5

Energy

5.4

5.6

Utilities

0.4

0.5

Telecommunication Services

0.0

0.2

Annual Report

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 97.7%

Shares

Value

Australia - 1.0%

MAp Group unit

840,958

$ 2,512,726

OZ Minerals Ltd.

1,167,654

1,790,191

TOTAL AUSTRALIA

4,302,917

Austria - 0.8%

Andritz AG

44,600

3,415,709

Bailiwick of Guernsey - 0.8%

Resolution Ltd.

860,273

3,609,732

Bailiwick of Jersey - 1.3%

Informa PLC

530,236

3,703,897

Randgold Resources Ltd. sponsored ADR

23,600

2,216,512

TOTAL BAILIWICK OF JERSEY

5,920,409

Belgium - 1.4%

Gimv NV

39,800

2,200,236

Umicore SA

89,474

4,210,543

TOTAL BELGIUM

6,410,779

Bermuda - 2.0%

Aquarius Platinum Ltd. (Australia)

301,589

1,734,301

Great Eagle Holdings Ltd.

857,000

2,565,057

Lazard Ltd. Class A

25,000

922,500

Seadrill Ltd.

34,398

1,041,456

Trinity Ltd.

2,680,000

2,679,568

TOTAL BERMUDA

8,942,882

Brazil - 4.1%

Banco ABC Brasil SA

535,300

5,273,706

BR Malls Participacoes SA

181,600

1,734,658

Braskem SA Class A sponsored ADR (d)

324,400

6,763,740

Iguatemi Empresa de Shopping Centers SA

39,800

928,791

Multiplan Empreendimentos Imobiliarios SA

47,800

1,095,815

Odontoprev SA

151,500

2,226,370

TOTAL BRAZIL

18,023,080

Canada - 5.0%

Agnico-Eagle Mines Ltd. (Canada)

25,100

1,946,671

Eldorado Gold Corp.

104,600

1,771,195

Fairfax Financial Holdings Ltd. (sub. vtg.)

7,190

2,941,069

Niko Resources Ltd.

54,400

5,189,842

Open Text Corp. (a)

40,500

1,791,705

Pan American Silver Corp.

53,400

1,704,528

Common Stocks - continued

Shares

Value

Canada - continued

Petrobank Energy & Resources Ltd. (a)

140,800

$ 5,603,561

Quadra FNX Mining Ltd. (a)

76,400

1,078,694

TOTAL CANADA

22,027,265

Cayman Islands - 1.2%

China Lilang Ltd.

1,443,000

2,256,302

Vantage Drilling Co. (a)

725,331

1,247,569

Wynn Macau Ltd.

762,000

1,684,977

TOTAL CAYMAN ISLANDS

5,188,848

China - 0.1%

China Hongxing Sports Ltd.

4,264,000

576,528

Cyprus - 0.1%

AFI Development PLC GDR (Reg. S)

470,800

555,544

Denmark - 0.5%

William Demant Holding AS (a)

28,533

2,138,737

Finland - 2.8%

Metso Corp.

57,500

2,725,885

Nokian Tyres PLC (d)

111,400

3,859,688

Outotec OYJ (d)

127,800

5,964,328

TOTAL FINLAND

12,549,901

France - 3.5%

Audika SA

120,384

2,939,771

Laurent-Perrier Group

25,963

2,925,862

Remy Cointreau SA

47,298

3,320,914

Saft Groupe SA

85,419

3,262,605

Vetoquinol SA

21,539

912,900

Virbac SA

13,000

2,091,976

TOTAL FRANCE

15,454,028

Germany - 3.7%

alstria office REIT-AG

75,100

1,046,024

Bilfinger Berger Se

44,776

3,260,346

Colonia Real Estate AG (a)

386,909

2,538,927

CTS Eventim AG

57,996

3,273,133

Fielmann AG

27,537

2,779,852

Software AG (Bearer)

24,227

3,394,663

TOTAL GERMANY

16,292,945

Greece - 0.4%

Terna Energy SA

443,751

1,907,943

Common Stocks - continued

Shares

Value

India - 0.7%

Apollo Tyres Ltd.

514,796

$ 830,991

Jyothy Laboratories Ltd.

351,322

2,187,589

TOTAL INDIA

3,018,580

Ireland - 0.6%

James Hardie Industries NV sponsored ADR (a)

106,775

2,838,080

Israel - 0.6%

Azrieli Group

68,005

1,752,976

Ituran Location & Control Ltd.

70,645

1,098,530

TOTAL ISRAEL

2,851,506

Italy - 2.3%

Azimut Holdings SpA

626,773

6,392,664

Interpump Group SpA (a)

590,858

3,853,825

TOTAL ITALY

10,246,489

Japan - 20.9%

Aozora Bank Ltd.

1,335,000

2,239,654

Asahi Co. Ltd. (d)

72,000

1,064,745

Autobacs Seven Co. Ltd.

102,200

3,829,166

Daikoku Denki Co. Ltd.

150,800

1,705,331

Daikokutenbussan Co. Ltd.

105,500

3,697,154

FCC Co. Ltd.

147,900

3,174,143

Fukuoka (REIT) Investment Fund

189

1,268,299

GCA Savvian Group Corp. (a)

1,694

1,606,216

Glory Ltd.

58,400

1,288,182

Goldcrest Co. Ltd.

54,690

1,180,521

Japan Steel Works Ltd.

229,000

2,184,908

Kamigumi Co. Ltd.

298,000

2,329,340

Kobayashi Pharmaceutical Co. Ltd.

142,700

6,649,994

Kyoto Kimono Yuzen Co. Ltd.

109,900

1,195,011

Meiko Network Japan Co. Ltd.

120,500

1,004,791

Miraial Co. Ltd.

44,000

1,078,812

MS&AD Insurance Group Holdings, Inc.

38,660

926,174

Nabtesco Corp.

205,000

3,630,235

Nachi-Fujikoshi Corp.

858,000

2,569,628

Nagaileben Co. Ltd.

39,900

946,057

Nihon M&A Center, Inc.

381

1,377,793

Nihon Parkerizing Co. Ltd.

162,000

2,127,923

Nippon Seiki Co. Ltd.

186,000

1,883,808

Nippon Thompson Co. Ltd.

832,000

5,769,305

Nitto Kohki Co. Ltd.

38,900

917,029

Common Stocks - continued

Shares

Value

Japan - continued

Obic Co. Ltd.

13,240

$ 2,444,966

Osaka Securities Exchange Co. Ltd.

1,381

6,950,478

OSG Corp.

171,600

1,793,409

SAZABY, Inc.

49,300

918,976

SHO-BOND Holdings Co. Ltd.

112,200

2,400,999

Shoei Co. Ltd.

68,800

623,278

The Nippon Synthetic Chemical Industry Co. Ltd.

180,000

1,055,797

THK Co. Ltd.

107,700

2,071,823

Toho Holdings Co. Ltd.

138,600

1,941,123

Tsumura & Co.

75,000

2,307,692

Tsutsumi Jewelry Co. Ltd.

41,400

974,935

USS Co. Ltd.

89,540

6,965,577

Yamatake Corp.

81,000

1,971,903

Yamato Kogyo Co. Ltd.

188,700

4,840,025

TOTAL JAPAN

92,905,200

Korea (South) - 0.8%

NCsoft Corp.

4,673

1,028,517

NHN Corp. (a)

13,235

2,348,050

TOTAL KOREA (SOUTH)

3,376,567

Luxembourg - 0.3%

GlobeOp Financial Services SA

243,800

1,192,319

Netherlands - 2.8%

Aalberts Industries NV

192,200

3,510,107

ASM International NV unit (a)(d)

167,800

4,287,290

Heijmans NV unit (a)

81,690

1,540,195

QIAGEN NV (a)(d)

166,200

3,126,222

TOTAL NETHERLANDS

12,463,814

Norway - 0.4%

Sevan Marine ASA (a)

1,190,500

1,604,116

Papua New Guinea - 0.2%

Oil Search Ltd.

164,418

1,027,640

Philippines - 0.3%

Jollibee Food Corp.

545,210

1,124,734

Portugal - 0.6%

Jeronimo Martins SGPS SA

179,600

2,693,970

Singapore - 2.3%

Allgreen Properties Ltd.

2,765,000

2,542,185

Keppel Land Ltd.

321,000

1,098,687

Common Stocks - continued

Shares

Value

Singapore - continued

Singapore Exchange Ltd.

622,000

$ 4,229,004

Wing Tai Holdings Ltd.

1,817,000

2,456,733

TOTAL SINGAPORE

10,326,609

South Africa - 3.2%

African Rainbow Minerals Ltd.

155,700

3,972,155

Clicks Group Ltd.

595,513

3,885,046

JSE Ltd.

219,281

2,472,959

Mr Price Group Ltd.

445,900

4,052,219

TOTAL SOUTH AFRICA

14,382,379

Spain - 1.5%

Grifols SA (d)

50,332

814,851

Prosegur Compania de Seguridad SA (Reg.)

100,209

6,004,106

TOTAL SPAIN

6,818,957

Sweden - 1.1%

Intrum Justitia AB

166,800

2,296,695

Swedish Match Co.

84,600

2,363,928

TOTAL SWEDEN

4,660,623

Switzerland - 1.8%

Bank Sarasin & Co. Ltd. Series B (Reg.)

141,200

5,164,017

Sonova Holding AG Class B

23,726

2,747,767

TOTAL SWITZERLAND

7,911,784

Turkey - 2.0%

Albaraka Turk Katilim Bankasi AS

1,230,000

2,469,776

Anadolu Efes Biracilik ve Malt Sanayii AS

113,000

1,804,155

Asya Katilim Bankasi AS

896,000

2,311,371

Coca-Cola Icecek AS

190,000

2,437,426

TOTAL TURKEY

9,022,728

United Kingdom - 16.1%

AMEC PLC

135,700

2,361,092

Babcock International Group PLC

314,700

2,924,340

Bellway PLC

223,172

1,909,344

Britvic PLC

391,200

3,023,495

Cobham PLC

499,200

1,852,321

Dechra Pharmaceuticals PLC

173,400

1,472,408

Derwent London PLC

70,900

1,726,605

Great Portland Estates PLC

522,489

2,892,200

H&T Group PLC (d)

371,803

2,078,938

Common Stocks - continued

Shares

Value

United Kingdom - continued

InterContinental Hotel Group PLC ADR (d)

195,500

$ 3,782,925

Johnson Matthey PLC

132,689

4,068,928

Meggitt PLC

785,545

4,154,510

Micro Focus International PLC

321,800

1,968,453

Mothercare PLC

323,401

2,722,810

Persimmon PLC

256,563

1,401,689

Rotork PLC

65,300

1,752,392

Serco Group PLC

570,476

5,611,887

Shaftesbury PLC

456,732

3,263,619

Spectris PLC

207,487

3,753,082

Spirax-Sarco Engineering PLC

184,230

5,339,519

Ted Baker PLC

249,000

2,453,452

Ultra Electronics Holdings PLC

100,669

3,001,548

Unite Group PLC (a)

1,339,170

4,462,747

Victrex PLC

178,582

3,693,747

TOTAL UNITED KINGDOM

71,672,051

United States of America - 10.5%

Advanced Energy Industries, Inc. (a)

210,419

3,021,617

Autoliv, Inc.

66,600

4,748,580

Cymer, Inc. (a)

92,100

3,403,095

Dril-Quip, Inc. (a)

29,100

2,010,810

Evercore Partners, Inc. Class A

42,700

1,296,372

ION Geophysical Corp. (a)(d)

455,889

2,229,297

Juniper Networks, Inc. (a)

108,200

3,504,598

Kansas City Southern (a)

84,300

3,694,026

Lam Research Corp. (a)

23,203

1,062,465

Martin Marietta Materials, Inc. (d)

23,900

1,923,472

Mohawk Industries, Inc. (a)

81,000

4,644,540

Oceaneering International, Inc. (a)

19,400

1,200,278

PriceSmart, Inc.

228,296

6,695,922

ResMed, Inc. (a)

148,200

4,723,134

Solera Holdings, Inc.

22,500

1,081,125

Solutia, Inc. (a)

66,156

1,198,085

TOTAL UNITED STATES OF AMERICA

46,437,416

TOTAL COMMON STOCKS

(Cost $328,402,495)

433,892,809

Money Market Funds - 6.3%

Shares

Value

Fidelity Cash Central Fund, 0.23% (b)

10,922,935

$ 10,922,935

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

17,012,021

17,012,021

TOTAL MONEY MARKET FUNDS

(Cost $27,934,956)

27,934,956

TOTAL INVESTMENT PORTFOLIO - 104.0%

(Cost $356,337,451)

461,827,765

NET OTHER ASSETS (LIABILITIES) - (4.0)%

(17,810,509)

NET ASSETS - 100%

$ 444,017,256

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 12,535

Fidelity Securities Lending Cash Central Fund

263,176

Total

$ 275,711

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Japan

$ 92,905,200

$ 89,794,118

$ 3,111,082

$ -

United Kingdom

71,672,051

71,672,051

-

-

United States of America

46,437,416

46,437,416

-

-

Canada

22,027,265

22,027,265

-

-

Brazil

18,023,080

18,023,080

-

-

Germany

16,292,945

16,292,945

-

-

France

15,454,028

15,454,028

-

-

South Africa

14,382,379

14,382,379

-

-

Finland

12,549,901

12,549,901

-

-

Other

124,148,544

123,317,553

830,991

-

Money Market Funds

27,934,956

27,934,956

-

-

Total Investments in Securities:

$ 461,827,765

$ 457,885,692

$ 3,942,073

$ -

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $420,935,635 of which $90,555,924 and $330,379,711 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $16,477,464) - See accompanying schedule:

Unaffiliated issuers (cost $328,402,495)

$ 433,892,809

 

Fidelity Central Funds (cost $27,934,956)

27,934,956

 

Total Investments (cost $356,337,451)

 

$ 461,827,765

Foreign currency held at value (cost $144,438)

144,438

Receivable for investments sold

3,451,646

Receivable for fund shares sold

265,800

Dividends receivable

1,033,772

Distributions receivable from Fidelity Central Funds

13,747

Other receivables

16,199

Total assets

466,753,367

 

 

 

Liabilities

Payable for investments purchased

$ 4,888,295

Payable for fund shares redeemed

393,945

Accrued management fee

223,687

Distribution and service plan fees payable

18,734

Other affiliated payables

122,810

Other payables and accrued expenses

76,619

Collateral on securities loaned, at value

17,012,021

Total liabilities

22,736,111

 

 

 

Net Assets

$ 444,017,256

Net Assets consist of:

 

Paid in capital

$ 757,537,538

Undistributed net investment income

3,575,839

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(422,628,442)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

105,532,321

Net Assets

$ 444,017,256

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($20,227,814 ÷ 2,060,269 shares)

$ 9.82

 

 

 

Maximum offering price per share (100/94.25 of $9.82)

$ 10.42

Class T:
Net Asset Value
and redemption price per share ($11,202,002 ÷ 1,152,196 shares)

$ 9.72

 

 

 

Maximum offering price per share (100/96.50 of $9.72)

$ 10.07

Class B:
Net Asset Value
and offering price per share ($2,902,474 ÷ 304,234 shares)A

$ 9.54

 

 

 

Class C:
Net Asset Value
and offering price per share ($8,935,535 ÷ 937,891 shares)A

$ 9.53

 

 

 

 

 

 

International Small Cap Opportunities:
Net Asset Value
, offering price and redemption price per share ($398,331,167 ÷ 40,172,676 shares)

$ 9.92

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($2,418,264 ÷ 243,597 shares)

$ 9.93

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 7,608,270

Interest

 

5

Income from Fidelity Central Funds

 

275,711

Income before foreign taxes withheld

 

7,883,986

Less foreign taxes withheld

 

(520,283)

Total income

 

7,363,703

 

 

 

Expenses

Management fee
Basic fee

$ 3,343,372

Performance adjustment

(1,495,592)

Transfer agent fees

1,191,720

Distribution and service plan fees

216,769

Accounting and security lending fees

206,297

Custodian fees and expenses

124,178

Independent trustees' compensation

2,177

Registration fees

77,687

Audit

71,763

Legal

1,903

Miscellaneous

5,248

Total expenses before reductions

3,745,522

Expense reductions

(55,920)

3,689,602

Net investment income (loss)

3,674,101

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

58,545,504

Foreign currency transactions

(57,981)

Total net realized gain (loss)

 

58,487,523

Change in net unrealized appreciation (depreciation) on:

Investment securities

25,226,622

Assets and liabilities in foreign currencies

27,111

Total change in net unrealized appreciation (depreciation)

 

25,253,733

Net gain (loss)

83,741,256

Net increase (decrease) in net assets resulting from operations

$ 87,415,357

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 3,674,101

$ 3,774,364

Net realized gain (loss)

58,487,523

(316,364,225)

Change in net unrealized appreciation (depreciation)

25,253,733

391,843,877

Net increase (decrease) in net assets resulting
from operations

87,415,357

79,254,016

Distributions to shareholders from net investment income

(3,861,178)

(140,700)

Distributions to shareholders from net realized gain

(4,067,493)

-

Total distributions

(7,928,671)

(140,700)

Share transactions - net increase (decrease)

(8,820,184)

(68,133,927)

Redemption fees

60,781

113,424

Total increase (decrease) in net assets

70,727,283

11,092,813

 

 

 

Net Assets

Beginning of period

373,289,973

362,197,160

End of period (including undistributed net investment income of $3,575,839 and undistributed net investment income of $3,633,664, respectively)

$ 444,017,256

$ 373,289,973

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.07

$ 6.24

$ 18.97

$ 14.18

$ 10.41

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)C

  .06

  .06

  .02

  .02

  -G

Net realized and unrealized gain (loss)

  1.85

  1.77

  (10.85)

  4.76

  3.74

Total from investment operations

  1.91

  1.83

  (10.83)

  4.78

  3.74

Distributions from net investment income

  (.07)

  -

  (.03)

  -

  -

Distributions from net realized gain

  (.09)

  -

  (1.88)

  -

  -G

Total distributions

  (.16)

  -

  (1.90)H

  -

  -G

Redemption fees added to paid in capitalC

  -G

  -G

  -G

  .01

  .03

Net asset value, end of period

$ 9.82

$ 8.07

$ 6.24

$ 18.97

$ 14.18

Total ReturnA,B

  24.05%

  29.33%

  (62.98)%

  33.78%

  36.25%

Ratios to Average Net AssetsD,F

 

 

 

 

 

Expenses before reductions

  1.16%

  .94%

  1.75%

  1.63%

  1.63%

Expenses net of fee waivers, if any

  1.16%

  .94%

  1.66%

  1.63%

  1.63%

Expenses net of all reductions

  1.15%

  .89%

  1.62%

  1.59%

  1.51%

Net investment income (loss)

  .74%

  1.00%

  .13%

  .10%

  .02%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 20,228

$ 18,883

$ 17,905

$ 70,785

$ 35,674

Portfolio turnover rateE

  49%

  174%

  61%

  107%

  164%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

H Total distributions of $1.90 per share is comprised of distributions from net investment income of $.025 and distributions from net realized gain of $1.878 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.00

$ 6.20

$ 18.85

$ 14.12

$ 10.38

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)C

  .04

  .05

  (.02)

  (.02)

  (.03)

Net realized and unrealized gain (loss)

  1.83

  1.75

  (10.78)

  4.74

  3.74

Total from investment operations

  1.87

  1.80

  (10.80)

  4.72

  3.71

Distributions from net investment income

  (.06)

  -

  -

  -

  -

Distributions from net realized gain

  (.09)

  -

  (1.85)

  -

  -

Total distributions

  (.15)

  -

  (1.85)H

  -

  -

Redemption fees added to paid in capitalC

  -G

  -G

  -G

  .01

  .03

Net asset value, end of period

$ 9.72

$ 8.00

$ 6.20

$ 18.85

$ 14.12

Total ReturnA,B

  23.65%

  29.03%

  (63.08)%

  33.50%

  36.03%

Ratios to Average Net AssetsD,F

 

 

 

 

 

Expenses before reductions

  1.43%

  1.20%

  2.00%

  1.85%

  1.85%

Expenses net of fee waivers, if any

  1.43%

  1.20%

  1.91%

  1.85%

  1.85%

Expenses net of all reductions

  1.41%

  1.15%

  1.87%

  1.81%

  1.74%

Net investment income (loss)

  .48%

  .74%

  (.12)%

  (.13)%

  (.20)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 11,202

$ 11,915

$ 11,614

$ 46,568

$ 28,309

Portfolio turnover rateE

  49%

  174%

  61%

  107%

  164%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

H Total distributions of $1.85 per share is comprised of distributions from net realized gain of $1.852 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.87

$ 6.12

$ 18.64

$ 14.04

$ 10.37

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)C

  (-)G

  .02

  (.08)

  (.11)

  (.10)

Net realized and unrealized gain (loss)

  1.79

  1.73

  (10.68)

  4.70

  3.74

Total from investment operations

  1.79

  1.75

  (10.76)

  4.59

  3.64

Distributions from net investment income

  (.03)

  -

  -

  -

  -

Distributions from net realized gain

  (.09)

  -

  (1.76)

  -

  -

Total distributions

  (.12)

  -

  (1.76)H

  -

  -

Redemption fees added to paid in capitalC

  -G

  -G

  -G

  .01

  .03

Net asset value, end of period

$ 9.54

$ 7.87

$ 6.12

$ 18.64

$ 14.04

Total ReturnA,B

  23.03%

  28.59%

  (63.32)%

  32.76%

  35.39%

Ratios to Average Net AssetsD,F

 

 

 

 

 

Expenses before reductions

  1.91%

  1.69%

  2.51%

  2.40%

  2.45%

Expenses net of fee waivers, if any

  1.91%

  1.69%

  2.41%

  2.40%

  2.41%

Expenses net of all reductions

  1.90%

  1.64%

  2.38%

  2.36%

  2.30%

Net investment income (loss)

  (.01)%

  .25%

  (.62)%

  (.67)%

  (.76)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,902

$ 2,799

$ 2,687

$ 10,975

$ 7,709

Portfolio turnover rateE

  49%

  174%

  61%

  107%

  164%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

H Total distributions of $1.76 per share is comprised of distributions from net realized gain of $1.760 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.86

$ 6.11

$ 18.63

$ 14.03

$ 10.37

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)C

  (-)G

  .02

  (.08)

  (.11)

  (.10)

Net realized and unrealized gain (loss)

  1.79

  1.73

  (10.66)

  4.70

  3.73

Total from investment operations

  1.79

  1.75

  (10.74)

  4.59

  3.63

Distributions from net investment income

  (.03)

  -

  -

  -

  -

Distributions from net realized gain

  (.09)

  -

  (1.78)

  -

  -

Total distributions

  (.12)

  -

  (1.78)H

  -

  -

Redemption fees added to paid in capitalC

  -G

  -G

  -G

  .01

  .03

Net asset value, end of period

$ 9.53

$ 7.86

$ 6.11

$ 18.63

$ 14.03

Total ReturnA,B

  23.06%

  28.64%

  (63.32)%

  32.79%

  35.29%

Ratios to Average Net AssetsD,F

 

 

 

 

 

Expenses before reductions

  1.91%

  1.68%

  2.51%

  2.38%

  2.38%

Expenses net of fee waivers, if any

  1.91%

  1.68%

  2.41%

  2.38%

  2.38%

Expenses net of all reductions

  1.90%

  1.63%

  2.38%

  2.34%

  2.27%

Net investment income (loss)

  (.01)%

  .26%

  (.62)%

  (.66)%

  (.73)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 8,936

$ 8,543

$ 9,497

$ 40,894

$ 26,320

Portfolio turnover rateE

  49%

  174%

  61%

  107%

  164%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

H Total distributions of $1.78 per share is comprised of distributions from net realized gain of $1.775 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Small Cap Opportunities

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.14

$ 6.28

$ 19.09

$ 14.23

$ 10.40

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)B

  .09

  .08

  .05

  .07

  .05

Net realized and unrealized gain (loss)

  1.87

  1.78

  (10.92)

  4.78

  3.75

Total from investment operations

  1.96

  1.86

  (10.87)

  4.85

  3.80

Distributions from net investment income

  (.09)

  -F

  (.06)

  -

  -

Distributions from net realized gain

  (.09)

  -

  (1.88)

  -

  -F

Total distributions

  (.18)

  -F

  (1.94)G

  -

  -F

Redemption fees added to paid in capitalB

  -F

  -F

  -F

  .01

  .03

Net asset value, end of period

$ 9.92

$ 8.14

$ 6.28

$ 19.09

$ 14.23

Total ReturnA

  24.43%

  29.68%

  (62.91)%

  34.15%

  36.86%

Ratios to Average Net AssetsC,E

 

 

 

 

 

Expenses before reductions

  .91%

  .68%

  1.44%

  1.30%

  1.28%

Expenses net of fee waivers, if any

  .91%

  .68%

  1.44%

  1.30%

  1.28%

Expenses net of all reductions

  .89%

  .64%

  1.40%

  1.25%

  1.16%

Net investment income (loss)

  1.00%

  1.25%

  .36%

  .43%

  .37%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 398,331

$ 329,128

$ 312,376

$ 1,433,844

$ 981,210

Portfolio turnover rateD

  49%

  174%

  61%

  107%

  164%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

G Total distributions of $1.94 per share is comprised of distributions from net investment income of $.064 and distributions from net realized gain of $1.878 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009

2008

2007

2006

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 8.14

$ 6.27

$ 19.09

$ 14.22

$ 10.40

Income from Investment Operations

 

 

 

 

 

Net investment income (loss)B

  .09

  .08

  .05

  .08

  .05

Net realized and unrealized gain (loss)

  1.86

  1.79

  (10.92)

  4.78

  3.74

Total from investment operations

  1.95

  1.87

  (10.87)

  4.86

  3.79

Distributions from net investment income

  (.07)

  -F

  (.07)

  -

  -

Distributions from net realized gain

  (.09)

  -

  (1.88)

  -

  -F

Total distributions

  (.16)

  -F

  (1.95)G

  -

  -F

Redemption fees added to paid in capitalB

  -F

  -F

  -F

  .01

  .03

Net asset value, end of period

$ 9.93

$ 8.14

$ 6.27

$ 19.09

$ 14.22

Total ReturnA

  24.33%

  29.87%

  (62.95)%

  34.25%

  36.77%

Ratios to Average Net AssetsC,E

 

 

 

 

 

Expenses before reductions

  .90%

  .68%

  1.40%

  1.29%

  1.25%

Expenses net of fee waivers, if any

  .90%

  .68%

  1.40%

  1.29%

  1.25%

Expenses net of all reductions

  .88%

  .64%

  1.37%

  1.25%

  1.14%

Net investment income (loss)

  1.01%

  1.25%

  .39%

  .44%

  .40%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,418

$ 2,022

$ 8,117

$ 27,609

$ 13,954

Portfolio turnover rateD

  49%

  174%

  61%

  107%

  164%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

G Total distributions of $1.95 per share is comprised of distributions from net investment income of $.074 and distributions from net realized gain of $1.878 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity International Small Cap Opportunities Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, International Small Cap Opportunities and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management

Annual Report

3. Significant Accounting Policies - continued

to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in significant transfers between Level 1 and Level 2. For restricted equity securities and private placements

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Security Valuation - continued

where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities.

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 110,936,787

Gross unrealized depreciation

(8,823,890)

Net unrealized appreciation (depreciation)

$ 102,112,897

 

 

Tax Cost

$ 359,714,868

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 5,260,449

Capital loss carryforward

$ (420,935,635)

Net unrealized appreciation (depreciation)

$ 102,154,904

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 7,928,671

$ 140,700

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 90 days are subject to a redemption fee equal to 2.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $186,444,286 and $203,425,442, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .60% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on relative investment performance of International Small Cap Opportunities as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .47% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total
Fees

Retained
by FDC

Class A

-%

.25%

$ 47,792

$ 274

Class T

.25%

.25%

54,808

-

Class B

.75%

.25%

28,142

21,120

Class C

.75%

.25%

86,027

7,949

 

 

 

$ 216,769

$ 29,343

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 7,450

Class T

2,287

Class B*

7,594

Class C*

697

 

$ 18,028

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

 

Amount

% of
Average
Net Assets

Class A

$ 59,699

.31

Class T

35,532

.32

Class B

8,814

.31

Class C

26,844

.31

International Small Cap Opportunities

1,055,328

.30

Institutional Class

5,503

.30

 

$ 1,191,720

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $1,186 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $1,513 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is

Annual Report

7. Security Lending - continued

delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $263,176. During the period, there were no securities loaned to FCM.

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $55,920 for the period.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Class A

$ 167,529

$ -

Class T

81,809

-

Class B

11,651

-

Class C

35,378

-

International Small Cap Opportunities

3,548,259

138,653

Institutional Class

16,552

2,047

Total

$ 3,861,178

$ 140,700

From net realized gain

 

 

Class A

$ 203,751

$ -

Class T

126,944

-

Class B

31,778

-

Class C

96,486

-

International Small Cap Opportunities

3,588,127

-

Institutional Class

20,407

-

Total

$ 4,067,493

$ -

Annual Report

Notes to Financial Statements - continued

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Class A

 

 

 

 

Shares sold

502,676

560,746

$ 4,331,157

$ 3,588,317

Reinvestment of distributions

39,668

-

334,402

-

Shares redeemed

(821,208)

(1,093,254)

(7,086,973)

(6,722,964)

Net increase (decrease)

(278,864)

(532,508)

$ (2,421,414)

$ (3,134,647)

Class T

 

 

 

 

Shares sold

202,721

318,902

$ 1,752,774

$ 2,064,516

Reinvestment of distributions

24,207

-

202,613

-

Shares redeemed

(563,942)

(704,037)

(4,787,797)

(4,201,658)

Net increase (decrease)

(337,014)

(385,135)

$ (2,832,410)

$ (2,137,142)

Class B

 

 

 

 

Shares sold

33,509

50,745

$ 282,738

$ 317,874

Reinvestment of distributions

4,957

-

40,893

-

Shares redeemed

(89,943)

(133,859)

(751,714)

(788,113)

Net increase (decrease)

(51,477)

(83,114)

$ (428,083)

$ (470,239)

Class C

 

 

 

 

Shares sold

138,774

196,866

$ 1,172,961

$ 1,233,043

Reinvestment of distributions

13,874

-

114,325

-

Shares redeemed

(301,965)

(662,831)

(2,545,004)

(3,650,532)

Net increase (decrease)

(149,317)

(465,965)

$ (1,257,718)

$ (2,417,489)

International Small Cap Opportunities

 

 

 

 

Shares sold

11,750,215

7,245,986

$ 101,991,968

$ 48,782,866

Reinvestment of distributions

792,800

21,738

6,738,804

128,470

Shares redeemed

(12,779,026)

(16,613,794)

(110,633,144)

(102,979,613)

Net increase (decrease)

(236,011)

(9,346,070)

$ (1,902,372)

$ (54,068,277)

Institutional Class

 

 

 

 

Shares sold

111,833

256,950

$ 1,028,388

$ 1,455,739

Reinvestment of distributions

3,263

122

27,765

720

Shares redeemed

(119,898)

(1,302,675)

(1,034,340)

(7,362,592)

Net increase (decrease)

(4,802)

(1,045,603)

$ 21,813

$ (5,906,133)

Annual Report

11. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity International Small Cap Opportunities Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity International Small Cap Opportunities Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2010, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity International Small Cap Opportunities Fund as of October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 16, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Annual Report

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

Trustees and Officers - continued

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

Annual Report

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-
present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000- 2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Annual Report

Trustees and Officers - continued

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Thomas C. Hense (46)

 

Year of Election or Appointment: 2008 or 2010

Vice President of Fidelity's High Income (2008), Small Cap (2008), and Value (2010) Funds. Previously, Mr. Hense served as a portfolio manager for Fidelity's Institutional Money Management Group (Pyramis) (2003-2008).

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008- present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006- 2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-
present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Advisor International Small Cap Opportunities Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Institutional Class

12/06/10

12/03/10

$0.089

$0.04

Institutional Class designates 52% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Institutional Class

12/07/09

$0.075

$0.0064

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Small Cap Opportunities Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured over multiple periods against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. Because the fund had been in existence less than five calendar years, the following charts considered by the Board show, over the one- and three-year periods ended December 31, 2009, the cumulative total returns of Institutional Class (Class I) and Class B of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund. The returns of Institutional Class (Class I) and Class B show the performance of the highest and lowest performing classes, respectively (based on three-year performance). The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Fidelity International Small Cap Opportunities Fund

elm986

The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of Institutional Class (Class I) of the fund was in the second quartile for the one-year period and the fourth quartile for the three-year period. The Board also noted that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month (or shorter) periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group is broader than the Lipper peer group used by the Board for performance comparisons because the Total Mapped Group combines several Lipper investment objective categories while the Lipper peer group does not. The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 19% means that 81% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Fidelity International Small Cap Opportunities Fund

elm988

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each class ranked below its competitive median for 2009.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

Annual Report

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Northern Trust Company

Chicago, IL

AILSI-UANN-1210
1.815081.105

elm807

Fidelity®
International Value
Fund

Annual Report

October 31, 2010

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

 

Past 1
year

Life of
class
A

Fidelity International Value Fund

 

7.95%

-1.89%

A From May 18, 2006

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity International Value Fund, a class of the fund, on May 18, 2006, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE® (Europe, Australasia, Far East) Value Index performed over the same period.

elm1003

Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from George Stairs, Portfolio Manager of Fidelity® International Value Fund: For the year, the fund's Retail Class shares rose 7.95%, outpacing the 4.79% return of the MSCI EAFE® (Europe, Australasia, Far East) Value Index. The fund benefited from stock selection in financials, consumer discretionary and energy. Within financials, my picks in banks were particularly helpful, especially Canada's Toronto-Dominion Bank and underweighting Spain's Banco Santander. In contrast, the fund was hurt by positioning in the capital goods industry within the industrials sector, as well as in telecommunication services. In country terms, security selection in Japan and a number of emerging markets worked out very well. European results were mixed. Stock picking was very good in the U.K. and, to a lesser extent, Norway, but disappointing in Denmark, France, Switzerland and Germany. Underweighting Japan and overweighting Hong Kong aided results. In the U.K., a position in mining company Rio Tinto and an underweighting in energy producer BP helped, as did Norwegian and Bermudan oil driller Seadrill. The fund's biggest individual detractors included Vestas Wind Systems, a Danish wind turbine manufacturer; French insurance company AXA; and Spanish telecom company Telefonica. Several of the names mentioned were not in the index.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 



Annualized
Expense Ratio


Beginning
Account Value
May 1, 2010


Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to
October 31, 2010

Class A

1.39%

 

 

 

Actual

 

$ 1,000.00

$ 1,053.80

$ 7.20

Hypothetical A

 

$ 1,000.00

$ 1,018.20

$ 7.07

Class T

1.66%

 

 

 

Actual

 

$ 1,000.00

$ 1,052.60

$ 8.59

Hypothetical A

 

$ 1,000.00

$ 1,016.84

$ 8.44

Class B

2.15%

 

 

 

Actual

 

$ 1,000.00

$ 1,049.90

$ 11.11

Hypothetical A

 

$ 1,000.00

$ 1,014.37

$ 10.92

Class C

2.14%

 

 

 

Actual

 

$ 1,000.00

$ 1,049.90

$ 11.06

Hypothetical A

 

$ 1,000.00

$ 1,014.42

$ 10.87

International Value

1.09%

 

 

 

Actual

 

$ 1,000.00

$ 1,056.50

$ 5.65

Hypothetical A

 

$ 1,000.00

$ 1,019.71

$ 5.55

Institutional Class

.99%

 

 

 

Actual

 

$ 1,000.00

$ 1,055.10

$ 5.13

Hypothetical A

 

$ 1,000.00

$ 1,020.21

$ 5.04

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

elm707

United Kingdom 18.9%

 

elm709

Japan 18.3%

 

elm711

France 10.7%

 

elm713

Germany 6.9%

 

elm715

Spain 6.6%

 

elm717

Switzerland 4.6%

 

elm719

Hong Kong 4.2%

 

elm721

Netherlands 3.9%

 

elm723

Italy 3.1%

 

elm725

Other 22.8%

 

elm1015

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

elm707

Japan 19.2%

 

elm709

United Kingdom 18.1%

 

elm711

France 11.5%

 

elm713

Germany 6.8%

 

elm715

Switzerland 4.8%

 

elm717

Hong Kong 4.3%

 

elm719

Spain 3.7%

 

elm721

Italy 3.4%

 

elm723

Australia 3.2%

 

elm725

Other 25.0%

 

elm1027

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

99.0

98.6

Short-Term Investments and Net Other Assets

1.0

1.4

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Royal Dutch Shell PLC Class A sponsored ADR (United Kingdom, Oil, Gas & Consumable Fuels)

3.8

3.8

HSBC Holdings PLC (United Kingdom, Commercial Banks)

2.9

2.1

Mitsui & Co. Ltd. (Japan, Trading Companies & Distributors)

2.1

2.1

Vodafone Group PLC sponsored ADR (United Kingdom, Wireless Telecommunication Services)

2.0

1.9

BP PLC sponsored ADR (United Kingdom, Oil, Gas & Consumable Fuels)

2.0

1.4

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

2.0

2.4

AXA SA sponsored ADR (France, Insurance)

2.0

2.1

Banco Santander SA (Spain, Commercial Banks)

2.0

1.9

Zurich Financial Services AG (Switzerland, Insurance)

1.8

1.6

ING Groep NV (Netherlands, Diversified Financial Services)

1.8

1.0

 

22.4

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

38.4

36.6

Energy

11.1

11.5

Consumer Discretionary

10.8

10.9

Industrials

8.2

8.4

Materials

6.7

7.0

Utilities

6.3

7.2

Telecommunication Services

6.2

5.6

Information Technology

4.7

4.6

Health Care

4.4

4.6

Consumer Staples

2.2

2.2

Annual Report

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 98.0%

Shares

Value

Australia - 2.5%

Commonwealth Bank of Australia

9,042

$ 433,156

Macquarie Group Ltd.

49,337

1,749,654

Wesfarmers Ltd.

19,149

621,684

Westfield Group unit

127,286

1,543,733

TOTAL AUSTRALIA

4,348,227

Bailiwick of Jersey - 1.4%

Informa PLC

102,820

718,236

United Business Media Ltd.

101,800

1,073,191

WPP PLC

54,427

632,412

TOTAL BAILIWICK OF JERSEY

2,423,839

Bermuda - 1.0%

Seadrill Ltd. (d)

43,600

1,320,062

VimpelCom Ltd. ADR (a)

30,100

461,433

TOTAL BERMUDA

1,781,495

Brazil - 1.9%

Banco do Brasil SA

53,138

1,033,898

Banco Santander (Brasil) SA ADR

45,900

660,960

Cyrela Brazil Realty SA

35,700

493,152

Itau Unibanco Banco Multiplo SA ADR

12,933

317,634

Vivo Participacoes SA sponsored ADR

30,200

864,928

TOTAL BRAZIL

3,370,572

Canada - 2.4%

Open Text Corp. (a)

8,000

353,917

Petrobank Energy & Resources Ltd. (a)

20,700

823,819

Power Corp. of Canada (sub. vtg.) (d)

20,500

572,046

Suncor Energy, Inc.

24,900

797,855

Toronto-Dominion Bank

22,800

1,641,985

TOTAL CANADA

4,189,622

Cayman Islands - 0.6%

China High Speed Transmission Equipment Group Co. Ltd.

179,000

365,794

Hengdeli Holdings Ltd.

1,240,000

687,889

TOTAL CAYMAN ISLANDS

1,053,683

China - 1.2%

China Merchants Bank Co. Ltd. (H Shares)

325,572

924,055

Common Stocks - continued

Shares

Value

China - continued

Industrial & Commercial Bank of China Ltd. (H Shares)

983,000

$ 791,346

Nine Dragons Paper (Holdings) Ltd.

251,000

404,773

TOTAL CHINA

2,120,174

Denmark - 1.0%

Novo Nordisk AS Series B

6,704

703,801

Vestas Wind Systems AS (a)(d)

30,005

957,410

TOTAL DENMARK

1,661,211

France - 10.7%

Alstom SA

8,417

424,671

Atos Origin SA (a)

9,086

420,054

AXA SA sponsored ADR

188,900

3,443,647

BNP Paribas SA

26,393

1,929,875

Christian Dior SA

4,700

679,814

Compagnie de St. Gobain

24,678

1,152,390

Credit Agricole SA

56,600

927,353

PPR SA

6,800

1,114,607

Sanofi-Aventis sponsored ADR

41,300

1,450,043

Schneider Electric SA

6,563

931,473

Societe Generale Series A

45,507

2,724,374

Total SA

2,900

157,819

Total SA sponsored ADR

31,800

1,732,464

Unibail-Rodamco

7,266

1,513,508

TOTAL FRANCE

18,602,092

Germany - 6.8%

Allianz AG sponsored ADR

51,500

645,295

BASF AG

16,700

1,214,842

Bayerische Motoren Werke AG (BMW)

11,233

805,109

Daimler AG (United States) (a)

30,400

2,006,400

Deutsche Boerse AG

11,000

773,869

E.ON AG

81,327

2,546,155

HeidelbergCement AG

23,800

1,244,684

Metro AG

10,300

721,756

Munich Re Group

9,123

1,426,193

Volkswagen AG (d)

3,837

503,787

TOTAL GERMANY

11,888,090

Common Stocks - continued

Shares

Value

Greece - 0.3%

Hellenic Telecommunications Organization SA

21,569

$ 172,247

Public Power Corp. of Greece

22,520

377,592

TOTAL GREECE

549,839

Hong Kong - 4.2%

China Resources Power Holdings Co. Ltd.

396,000

762,241

CNOOC Ltd.

423,000

883,105

Hang Lung Group Ltd.

52,000

345,157

Hutchison Whampoa Ltd.

35,000

344,977

Swire Pacific Ltd. (A Shares)

123,300

1,749,782

Techtronic Industries Co. Ltd.

727,500

736,768

Wharf Holdings Ltd.

367,000

2,409,973

TOTAL HONG KONG

7,232,003

India - 0.5%

Bank of Baroda

37,000

877,878

Punjab National Bank

288

9,381

TOTAL INDIA

887,259

Indonesia - 0.9%

PT Bank Rakyat Indonesia Tbk

803,000

1,024,245

PT Semen Gresik (Persero) Tbk

497,500

545,510

TOTAL INDONESIA

1,569,755

Ireland - 0.3%

CRH PLC sponsored ADR

30,000

530,100

Israel - 0.5%

Teva Pharmaceutical Industries Ltd. sponsored ADR

16,700

866,730

Italy - 2.2%

ENI SpA

19,300

434,475

Intesa Sanpaolo SpA

647,919

2,278,660

UniCredit SpA

389,609

1,015,393

TOTAL ITALY

3,728,528

Japan - 18.3%

ABC-Mart, Inc.

14,100

479,579

Aisin Seiki Co. Ltd.

30,900

970,353

Credit Saison Co. Ltd.

18,500

262,398

Denso Corp.

45,200

1,405,634

East Japan Railway Co.

18,500

1,142,440

Honda Motor Co. Ltd.

31,500

1,135,537

Japan Retail Fund Investment Corp.

714

1,115,320

Common Stocks - continued

Shares

Value

Japan - continued

Japan Tobacco, Inc.

97

$ 301,348

JSR Corp.

26,900

465,660

Konica Minolta Holdings, Inc.

50,500

487,979

Miraca Holdings, Inc.

12,100

435,462

Mitsubishi UFJ Financial Group, Inc.

562,300

2,609,637

Mitsui & Co. Ltd.

235,400

3,702,232

Nippon Electric Glass Co. Ltd.

105,000

1,349,651

Nippon Telegraph & Telephone Corp.

10,800

487,084

Obic Co. Ltd.

3,880

716,501

ORIX Corp.

16,480

1,503,209

Promise Co. Ltd. (d)

59,900

250,855

Ricoh Co. Ltd.

30,000

419,659

Seven & i Holdings Co., Ltd.

19,700

457,297

SOFTBANK CORP.

16,600

533,109

Sumitomo Corp.

148,700

1,882,662

Sumitomo Metal Industries Ltd.

180,000

417,777

Sumitomo Mitsui Financial Group, Inc.

50,300

1,501,342

Tokio Marine Holdings, Inc.

26,000

731,012

Tokyo Electron Ltd.

16,800

947,912

Tokyo Gas Co. Ltd.

429,000

2,018,396

Toyota Motor Corp.

70,000

2,479,419

USS Co. Ltd.

6,120

476,093

West Japan Railway Co.

132

490,049

Xebio Co. Ltd.

2,900

56,940

Yamada Denki Co. Ltd.

9,260

601,837

TOTAL JAPAN

31,834,383

Korea (South) - 0.9%

Samsung Electronics Co. Ltd.

1,245

824,833

Shinhan Financial Group Co. Ltd.

15,815

612,488

Shinhan Financial Group Co. Ltd. sponsored ADR

2,600

202,202

TOTAL KOREA (SOUTH)

1,639,523

Luxembourg - 1.0%

ArcelorMittal SA:

(Netherlands)

17,800

575,834

Class A unit (d)

33,600

1,087,968

TOTAL LUXEMBOURG

1,663,802

Netherlands - 3.9%

Gemalto NV

21,398

974,213

ING Groep NV:

(Certificaten Van Aandelen) unit (a)

131,968

1,411,530

Common Stocks - continued

Shares

Value

Netherlands - continued

ING Groep NV: - continued

sponsored ADR (a)(d)

164,100

$ 1,768,998

Koninklijke Ahold NV

43,888

606,405

Koninklijke KPN NV

70,720

1,180,840

Randstad Holdings NV (a)

16,139

768,016

TOTAL NETHERLANDS

6,710,002

Norway - 1.0%

Aker Solutions ASA

86,460

1,316,238

DnB NOR ASA

32,800

450,074

TOTAL NORWAY

1,766,312

Portugal - 0.7%

Energias de Portugal SA

337,291

1,290,170

Russia - 0.6%

Mechel Steel Group OAO sponsored ADR

20,500

482,775

OAO Gazprom sponsored ADR

26,900

587,765

TOTAL RUSSIA

1,070,540

Singapore - 1.7%

DBS Group Holdings Ltd.

39,585

425,119

United Overseas Bank Ltd.

126,200

1,817,483

Yanlord Land Group Ltd.

564,000

749,502

TOTAL SINGAPORE

2,992,104

South Africa - 0.2%

Impala Platinum Holdings Ltd.

12,300

347,663

Spain - 6.6%

Banco Bilbao Vizcaya Argentaria SA sponsored ADR (d)

185,716

2,442,165

Banco Santander SA

77,889

999,496

Banco Santander SA sponsored ADR

185,200

2,372,412

Gestevision Telecinco SA

16,100

205,340

Iberdrola SA

268,746

2,266,117

Red Electrica Corporacion SA

8,800

441,975

Telefonica SA sponsored ADR (d)

32,800

2,661,392

TOTAL SPAIN

11,388,897

Sweden - 0.3%

Telefonaktiebolaget LM Ericsson (B Shares)

48,352

531,601

Switzerland - 4.6%

Lonza Group AG

2,189

191,581

Roche Holding AG (participation certificate)

23,649

3,471,611

Common Stocks - continued

Shares

Value

Switzerland - continued

Transocean Ltd. (a)

18,439

$ 1,168,295

Zurich Financial Services AG

13,038

3,190,790

TOTAL SWITZERLAND

8,022,277

Taiwan - 0.5%

AU Optronics Corp. (a)

315,000

314,442

Hon Hai Precision Industry Co. Ltd. (Foxconn)

136,752

518,322

TOTAL TAIWAN

832,764

Thailand - 0.4%

Siam Commercial Bank PCL (For. Reg.)

196,900

674,090

United Kingdom - 18.9%

Aberdeen Asset Management PLC

202,260

576,162

Aegis Group PLC

342,500

689,762

Anglo American PLC (United Kingdom)

46,717

2,176,569

AstraZeneca PLC sponsored ADR (d)

13,200

666,072

Aviva PLC

110,728

706,059

BAE Systems PLC

158,200

873,677

Barclays PLC

393,292

1,728,083

BP PLC sponsored ADR

86,000

3,511,380

British Airways PLC (a)

88,300

382,959

Centrica PLC

99,225

528,109

HSBC Holdings PLC:

(United Kingdom)

166,235

1,729,898

sponsored ADR

62,270

3,244,890

Imperial Tobacco Group PLC

24,643

789,241

International Power PLC

69,857

467,048

Man Group PLC

62,924

262,922

Misys PLC (a)

78,900

355,717

Prudential PLC

113,283

1,145,604

Rio Tinto PLC

19,102

1,240,525

Royal Dutch Shell PLC Class A sponsored ADR (d)

101,400

6,583,903

Vedanta Resources PLC

27,600

917,551

Vodafone Group PLC sponsored ADR

129,112

3,551,871

Wolseley PLC (a)

27,062

721,033

TOTAL UNITED KINGDOM

32,849,035

TOTAL COMMON STOCKS

(Cost $181,546,961)

170,416,382

Nonconvertible Preferred Stocks - 1.0%

Shares

Value

Germany - 0.1%

Volkswagen AG

1,600

$ 240,443

Italy - 0.9%

Fiat SpA (Risparmio Shares)

53,200

625,142

Telecom Italia SpA (Risparmio Shares)

727,800

892,776

TOTAL ITALY

1,517,918

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $1,798,557)

1,758,361

Money Market Funds - 9.6%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)

1,148,052

1,148,052

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

15,519,480

15,519,480

TOTAL MONEY MARKET FUNDS

(Cost $16,667,532)

16,667,532

TOTAL INVESTMENT PORTFOLIO - 108.6%

(Cost $200,013,050)

188,842,275

NET OTHER ASSETS (LIABILITIES) - (8.6)%

(14,918,317)

NET ASSETS - 100%

$ 173,923,958

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 2,268

Fidelity Securities Lending Cash Central Fund

157,549

Total

$ 159,817

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United Kingdom

$ 32,849,035

$ 26,298,866

$ 6,550,169

$ -

Japan

31,834,383

7,071,809

24,762,574

-

France

18,602,092

18,444,273

157,819

-

Germany

12,128,533

12,128,533

-

-

Spain

11,388,897

10,389,401

999,496

-

Switzerland

8,022,277

8,022,277

-

-

Hong Kong

7,232,003

6,348,898

883,105

-

Netherlands

6,710,002

5,298,472

1,411,530

-

Italy

5,246,446

3,919,195

1,327,251

-

Other

38,161,075

34,343,479

3,817,596

-

Money Market Funds

16,667,532

16,667,532

-

-

Total Investments in Securities:

$ 188,842,275

$ 148,932,735

$ 39,909,540

$ -

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $86,037,358 of which $17,089,067, $65,376,972 and $3,571,319 will expire on October 31, 2016, 2017 and 2018, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $15,206,694) - See accompanying schedule:

Unaffiliated issuers (cost $183,345,518)

$ 172,174,743

 

Fidelity Central Funds (cost $16,667,532)

16,667,532

 

Total Investments (cost $200,013,050)

 

$ 188,842,275

Foreign currency held at value (cost $5,461)

5,490

Receivable for investments sold

446,531

Receivable for fund shares sold

78,493

Dividends receivable

605,309

Distributions receivable from Fidelity Central Funds

4,290

Other receivables

29,877

Total assets

190,012,265

 

 

 

Liabilities

Payable for investments purchased

$ 163,146

Payable for fund shares redeemed

179,389

Accrued management fee

96,986

Distribution and service plan fees payable

4,718

Other affiliated payables

35,187

Other payables and accrued expenses

89,401

Collateral on securities loaned, at value

15,519,480

Total liabilities

16,088,307

 

 

 

Net Assets

$ 173,923,958

Net Assets consist of:

 

Paid in capital

$ 268,479,379

Undistributed net investment income

3,475,373

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(86,855,582)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(11,175,212)

Net Assets

$ 173,923,958

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($4,698,845 ÷ 571,797 shares)

$ 8.22

 

 

 

Maximum offering price per share (100/94.25 of $8.22)

$ 8.72

Class T:
Net Asset Value
and redemption price per share ($2,276,315 ÷ 277,544 shares)

$ 8.20

 

 

 

Maximum offering price per share (100/96.50 of $8.20)

$ 8.50

Class B:
Net Asset Value
and offering price per share ($1,216,282 ÷ 148,316 shares)A

$ 8.20

 

 

 

Class C:
Net Asset Value
and offering price per share ($2,123,283 ÷ 258,867 shares)A

$ 8.20

 

 

 

International Value:
Net Asset Value
, offering price and redemption price per share ($163,089,817 ÷ 19,827,024 shares)

$ 8.23

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($519,416 ÷ 63,004 shares)

$ 8.24

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 6,155,601

Interest

 

12

Income from Fidelity Central Funds

 

159,817

Income before foreign taxes withheld

 

6,315,430

Less foreign taxes withheld

 

(506,127)

Total income

 

5,809,303

 

 

 

Expenses

Management fee
Basic fee

$ 1,246,006

Performance adjustment

(64,274)

Transfer agent fees

456,496

Distribution and service plan fees

53,397

Accounting and security lending fees

86,012

Custodian fees and expenses

47,971

Independent trustees' compensation

1,006

Registration fees

80,881

Audit

66,813

Legal

923

Miscellaneous

2,258

Total expenses before reductions

1,977,489

Expense reductions

(28,245)

1,949,244

Net investment income (loss)

3,860,059

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(3,197,843)

Foreign currency transactions

(24,115)

Total net realized gain (loss)

 

(3,221,958)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $30,988)

12,416,559

Assets and liabilities in foreign currencies

1,278

Total change in net unrealized appreciation (depreciation)

 

12,417,837

Net gain (loss)

9,195,879

Net increase (decrease) in net assets resulting from operations

$ 13,055,938

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 3,860,059

$ 3,337,187

Net realized gain (loss)

(3,221,958)

(62,114,878)

Change in net unrealized appreciation (depreciation)

12,417,837

101,639,080

Net increase (decrease) in net assets resulting
from operations

13,055,938

42,861,389

Distributions to shareholders from net investment income

(3,135,757)

(3,076,516)

Distributions to shareholders from net realized gain

(123,529)

-

Total distributions

(3,259,286)

(3,076,516)

Share transactions - net increase (decrease)

(27,172,209)

(17,980,610)

Redemption fees

3,410

6,134

Total increase (decrease) in net assets

(17,372,147)

21,810,397

 

 

 

Net Assets

Beginning of period

191,296,105

169,485,708

End of period (including undistributed net investment income of $3,475,373 and undistributed net investment income of $2,751,072, respectively)

$ 173,923,958

$ 191,296,105

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009

2008

2007

2006 I

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.75

$ 5.93

$ 13.02

$ 10.60

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) E

  .15

  .12

  .21

  .18

  .06 H

Net realized and unrealized gain (loss)

  .44

  1.78

  (6.53)

  2.29

  .54

Total from investment operations

  .59

  1.90

  (6.32)

  2.47

  .60

Distributions from net investment income

  (.11)

  (.08)

  (.15)

  (.03)

  -

Distributions from net realized gain

  (.01)

  -

  (.62)

  (.02)

  -

Total distributions

  (.12)

  (.08)

  (.77)

  (.05)

  -

Redemption fees added to paid in capital E, K

  -

  -

  -

  -

  -

Net asset value, end of period

$ 8.22

$ 7.75

$ 5.93

$ 13.02

$ 10.60

Total Return B, C, D

  7.60%

  32.71%

  (51.50)%

  23.43%

  6.00%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  1.40%

  1.34%

  1.42%

  1.38%

  1.75%A

Expenses net of fee waivers, if any

  1.40%

  1.34%

  1.42%

  1.38%

  1.50% A

Expenses net of all reductions

  1.38%

  1.32%

  1.41%

  1.37%

  1.46% A

Net investment income (loss)

  1.93%

  1.86%

  2.05%

  1.49%

  1.29% A, H

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 4,699

$ 4,456

$ 2,854

$ 6,052

$ 1,537

Portfolio turnover rate G

  43%

  46%

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .63%.

I For the period May 18, 2006 (commencement of operations) to October 31, 2006.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,

2010

2009

2008

2007

2006 I

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.73

$ 5.91

$ 12.99

$ 10.59

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) E

  .13

  .10

  .18

  .15

  .05 H

Net realized and unrealized gain (loss)

  .44

  1.77

  (6.50)

  2.29

  .54

Total from investment operations

  .57

  1.87

  (6.32)

  2.44

  .59

Distributions from net investment income

  (.09)

  (.05)

  (.14)

  (.02)

  -

Distributions from net realized gain

  (.01)

  -

  (.62)

  (.02)

  -

Total distributions

  (.10)

  (.05)

  (.76)

  (.04)

  -

Redemption fees added to paid in capital E, K

  -

  -

  -

  -

  -

Net asset value, end of period

$ 8.20

$ 7.73

$ 5.91

$ 12.99

$ 10.59

Total Return B, C, D

  7.32%

  32.14%

  (51.60)%

  23.13%

  5.90%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  1.67%

  1.60%

  1.67%

  1.60%

  2.01% A

Expenses net of fee waivers, if any

  1.67%

  1.60%

  1.67%

  1.60%

  1.75% A

Expenses net of all reductions

  1.65%

  1.59%

  1.66%

  1.58%

  1.71% A

Net investment income (loss)

  1.65%

  1.59%

  1.80%

  1.27%

  1.04% A, H

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,276

$ 2,395

$ 2,087

$ 5,081

$ 1,789

Portfolio turnover rate G

  43%

  46%

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .38%.

I For the period May 18, 2006 (commencement of operations) to October 31, 2006.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009

2008

2007

2006 I

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.74

$ 5.88

$ 12.93

$ 10.56

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) E

  .09

  .07

  .13

  .09

  .02 H

Net realized and unrealized gain (loss)

  .44

  1.79

  (6.48)

  2.29

  .54

Total from investment operations

  .53

  1.86

  (6.35)

  2.38

  .56

Distributions from net investment income

  (.06)

  -

  (.08)

  -

  -

Distributions from net realized gain

  (.01)

  -

  (.62)

  (.01)

  -

Total distributions

  (.07)

  -

  (.70)

  (.01)

  -

Redemption fees added to paid in capital E, K

  -

  -

  -

  -

  -

Net asset value, end of period

$ 8.20

$ 7.74

$ 5.88

$ 12.93

$ 10.56

Total Return B, C, D

  6.82%

  31.63%

  (51.85)%

  22.59%

  5.60%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  2.15%

  2.08%

  2.18%

  2.10%

  2.50% A

Expenses net of fee waivers, if any

  2.15%

  2.08%

  2.18%

  2.10%

  2.25% A

Expenses net of all reductions

  2.13%

  2.07%

  2.17%

  2.08%

  2.21% A

Net investment income (loss)

  1.18%

  1.11%

  1.29%

  .77%

  .54% A, H

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 1,216

$ 1,076

$ 931

$ 2,651

$ 1,304

Portfolio turnover rate G

  43%

  46%

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been (.12)%.

I For the period May 18, 2006 (commencement of operations) to October 31, 2006.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,

2010

2009

2008

2007

2006 I

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.73

$ 5.88

$ 12.92

$ 10.56

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) E

  .09

  .07

  .13

  .09

  .02 H

Net realized and unrealized gain (loss)

  .44

  1.78

  (6.47)

  2.29

  .54

Total from investment operations

  .53

  1.85

  (6.34)

  2.38

  .56

Distributions from net investment income

  (.05)

  -

  (.08)

  -

  -

Distributions from net realized gain

  (.01)

  -

  (.62)

  (.02)

  -

Total distributions

  (.06)

  -

  (.70)

  (.02)

  -

Redemption fees added to paid in capital E, K

  -

  -

  -

  -

  -

Net asset value, end of period

$ 8.20

$ 7.73

$ 5.88

$ 12.92

$ 10.56

Total Return B, C, D

  6.84%

  31.46%

  (51.80)%

  22.56%

  5.60%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  2.15%

  2.08%

  2.17%

  2.07%

  2.47% A

Expenses net of fee waivers, if any

  2.15%

  2.08%

  2.17%

  2.07%

  2.25% A

Expenses net of all reductions

  2.13%

  2.06%

  2.16%

  2.05%

  2.21% A

Net investment income (loss)

  1.18%

  1.12%

  1.30%

  .80%

  .54% A, H

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,123

$ 2,108

$ 1,784

$ 5,996

$ 2,183

Portfolio turnover rate G

  43%

  46%

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been (.12)%.

I For the period May 18, 2006 (commencement of operations) to October 31, 2006.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Value

Years ended October 31,

2010

2009

2008

2007

2006 H

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.75

$ 5.95

$ 13.06

$ 10.61

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) D

  .17

  .13

  .24

  .22

  .07 G

Net realized and unrealized gain (loss)

  .44

  1.78

  (6.54)

  2.29

  .54

Total from investment operations

  .61

  1.91

  (6.30)

  2.51

  .61

Distributions from net investment income

  (.13)

  (.11)

  (.19)

  (.04)

  -

Distributions from net realized gain

  (.01)

  -

  (.62)

  (.02)

  -

Total distributions

  (.13) K

  (.11)

  (.81)

  (.06)

  -

Redemption fees added to paid in capital D, J

  -

  -

  -

  -

  -

Net asset value, end of period

$ 8.23

$ 7.75

$ 5.95

$ 13.06

$ 10.61

Total Return B, C

  7.95%

  33.09%

  (51.34)%

  23.81%

  6.10%

Ratios to Average Net Assets E, I

 

 

 

 

 

Expenses before reductions

  1.09%

  1.07%

  1.10%

  1.03%

  1.50% A

Expenses net of fee waivers, if any

  1.09%

  1.07%

  1.10%

  1.03%

  1.25% A

Expenses net of all reductions

  1.08%

  1.06%

  1.09%

  1.02%

  1.21% A

Net investment income (loss)

  2.23%

  2.12%

  2.37%

  1.84%

  1.54% A, G

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 163,090

$ 180,447

$ 160,777

$ 381,148

$ 221,130

Portfolio turnover rate F

  43%

  46%

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .88%.

H For the period May 18, 2006 (commencement of operations) to October 31, 2006.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Total distributions of $.13 per share is comprised of distributions from net investment income of $.129 and distributions from net realized gain of $.005 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009

2008

2007

2006 H

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.76

$ 5.96

$ 13.07

$ 10.61

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) D

  .18

  .14

  .25

  .22

  .07 G

Net realized and unrealized gain (loss)

  .44

  1.78

  (6.54)

  2.30

  .54

Total from investment operations

  .62

  1.92

  (6.29)

  2.52

  .61

Distributions from net investment income

  (.14)

  (.12)

  (.20)

  (.04)

  -

Distributions from net realized gain

  (.01)

  -

  (.62)

  (.02)

  -

Total distributions

  (.14) K

  (.12)

  (.82)

  (.06)

  -

Redemption fees added to paid in capital D, J

  -

  -

  -

  -

  -

Net asset value, end of period

$ 8.24

$ 7.76

$ 5.96

$ 13.07

$ 10.61

Total Return B, C

  8.05%

  33.06%

  (51.27)%

  23.91%

  6.10%

Ratios to Average Net Assets E, I

 

 

 

 

 

Expenses before reductions

  .98%

  .93%

  1.02%

  .98%

  1.38% A

Expenses net of fee waivers, if any

  .98%

  .93%

  1.02%

  .98%

  1.25% A

Expenses net of all reductions

  .97%

  .92%

  1.01%

  .96%

  1.21% A

Net investment income (loss)

  2.34%

  2.26%

  2.45%

  1.89%

  1.54% A, G

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 519

$ 814

$ 1,052

$ 3,965

$ 3,064

Portfolio turnover rate F

  43%

  46%

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .88%.

H For the period May 18, 2006 (commencement of operations) to October 31, 2006.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Total distributions of $.14 per share is comprised of distributions from net investment income of $.137 and distributions from net realized gain of $.005 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity International Value Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, International Value and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of October 31, 2010 is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in significant transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

Investments in open-end mutual funds ,including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 16,722,692

Gross unrealized depreciation

(29,377,939)

Net unrealized appreciation (depreciation)

$ (12,655,247)

 

 

Tax Cost

$ 201,497,522

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 4,141,622

Capital loss carryforward

$ (86,037,358)

Net unrealized appreciation (depreciation)

$ (12,628,725)

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 3,259,286

$ 3,076,516

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $74,051,222 and $100,611,718, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of International Value as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .67% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period,

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 11,360

$ 408

Class T

.25%

.25%

10,692

17

Class B

.75%

.25%

11,371

8,530

Class C

.75%

.25%

19,974

2,825

 

 

 

$ 53,397

$ 11,780

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 2,989

Class T

944

Class B*

1,152

Class C*

496

 

$ 5,581

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 14,253

.31

Class T

7,114

.33

Class B

3,574

.31

Class C

6,249

.31

International Value

424,492

.26

Institutional Class

814

.15

 

$ 456,496

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $338 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $702 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is

Annual Report

Notes to Financial Statements - continued

7. Security Lending - continued

determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $157,549. During the period, there were no securities loaned to FCM.

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $28,245 for the period.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Class A

$ 64,929

$ 38,784

Class T

27,801

19,023

Class B

8,869

-

Class C

14,357

-

International Value

3,006,248

3,001,128

Institutional Class

13,553

17,581

Total

$ 3,135,757

$ 3,076,516

From net realized gain

 

 

Class A

$ 2,899

$ -

Class T

1,544

-

Class B

715

-

Class C

1,354

-

International Value

116,522

-

Institutional Class

495

-

Total

$ 123,529

$ -

Annual Report

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Class A

 

 

 

 

Shares sold

216,581

302,325

$ 1,676,019

$ 1,876,749

Reinvestment of distributions

7,621

6,730

61,732

35,265

Shares redeemed

(227,521)

(215,042)

(1,766,121)

(1,172,427)

Net increase (decrease)

(3,319)

94,013

$ (28,370)

$ 739,587

Class T

 

 

 

 

Shares sold

82,344

72,122

$ 635,080

$ 432,831

Reinvestment of distributions

3,507

2,980

28,408

15,614

Shares redeemed

(118,025)

(118,669)

(899,018)

(709,124)

Net increase (decrease)

(32,174)

(43,567)

$ (235,530)

$ (260,679)

Class B

 

 

 

 

Shares sold

44,963

51,221

$ 346,949

$ 307,508

Reinvestment of distributions

980

-

7,981

-

Shares redeemed

(36,625)

(70,451)

(286,374)

(387,465)

Net increase (decrease)

9,318

(19,230)

$ 68,556

$ (79,957)

Class C

 

 

 

 

Shares sold

56,757

108,573

$ 434,910

$ 666,628

Reinvestment of distributions

1,540

-

12,532

-

Shares redeemed

(72,014)

(139,651)

(560,469)

(850,584)

Net increase (decrease)

(13,717)

(31,078)

$ (113,027)

$ (183,956)

International Value

 

 

 

 

Shares sold

3,662,730

4,879,190

$ 28,403,948

$ 32,198,500

Reinvestment of distributions

369,795

550,070

2,987,943

2,876,866

Shares redeemed

(7,496,748)

(9,139,736)

(57,917,334)

(52,863,403)

Net increase (decrease)

(3,464,223)

(3,710,476)

$ (26,525,443)

$ (17,788,037)

Institutional Class

 

 

 

 

Shares sold

16,581

6,874

$ 128,469

$ 36,272

Reinvestment of distributions

185

572

1,498

2,992

Shares redeemed

(58,573)

(79,196)

(468,362)

(446,832)

Net increase (decrease)

(41,807)

(71,750)

$ (338,395)

$ (407,568)

Annual Report

Notes to Financial Statements - continued

11. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity International Value Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity International Value Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2010, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity International Value Fund as of October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 16, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Annual Report

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

Trustees and Officers - continued

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity International Value Fund voted to pay on December 6, 2010, to shareholders of record at the opening of business on December 3, 2010, a distribution of $0.034 per share derived from capital gains realized from sales of portfolio securities and a dividend of $0.188 per share from net investment income.

The fund designates 77% of the dividends distributed in December during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

International Value Fund

12/07/09

$0.138

$0.012

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Value Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured over multiple periods against (i) a broad-based securities market index, and (ii) a custom peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. Because the fund had been in existence less than five calendar years, the following charts considered by the Board show, over the one- and three-year periods ended December 31, 2009, the cumulative total returns of Institutional Class (Class I) and Class B of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a custom peer group of mutual funds defined by FMR based on categories assigned by Morningstar, Inc. The returns of Institutional Class (Class I) and Class B show the performance of the highest and lowest performing classes, respectively (based on three-year performance). The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated. The fund's custom peer group, defined by FMR, is a peer group that FMR believes provides a more meaningful performance comparison than the peer group assigned by Morningstar, Inc., which assigns mutual funds to categories based on their investment styles as measured by their underlying portfolio holdings.

Annual Report

Fidelity International Value Fund

elm1029

The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of Institutional Class (Class I) of the fund was in the second quartile for the one-year period and the third quartile for the three-year period. The Board also noted that the investment performance of Institutional Class (Class I) of the fund compared favorably to its benchmark for the one-year period, although the fund's three-year cumulative total return was lower than its benchmark. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month (or shorter) periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 15% means that 85% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Fidelity International Value Fund

elm1031

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, Institutional Class, and the retail class ranked below its competitive median for 2009 and the total expenses of Class T ranked above its competitive median for 2009. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your personal investments via your telephone or PC. You can access your account information, conduct trades and research your investments 24 hours a day.

By Phone

Fidelity Automated Service Telephone provides a single toll-free number to access account balances, positions, quotes and trading. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

(phone_graphic)

Fidelity Automated
Service Telephone (FAST
®)
1-800-544-5555

Press

elm745For mutual fund and brokerage trading.

elm747For quotes.*

elm749For account balances and holdings.

elm751To review orders and mutual
fund activity.

elm753To change your PIN.

elm755elm757To speak to a Fidelity representative.

By PC

Fidelity's web site on the Internet provides a wide range of information, including daily financial news, fund performance, interactive planning tools and news about Fidelity products and services.

(computer_graphic)

Fidelity's Web Site
www.fidelity.com

* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

Annual Report

To Visit Fidelity

For directions and hours, 
please call 1-800-544-9797.

Arizona

7001 West Ray Road
Chandler, AZ

15445 N. Scottsdale Road
Scottsdale, AZ

17550 North 75th Avenue
Glendale, AZ

5330 E. Broadway Blvd
Tucson, AZ

California

815 East Birch Street
Brea, CA

1411 Chapin Avenue
Burlingame, CA

851 East Hamilton Avenue
Campbell, CA

601 Larkspur Landing Circle
Larkspur, CA

2000 Avenue of the Stars
Los Angeles, CA

27101 Puerta Real
Mission Viejo, CA

73575 El Paseo
Palm Desert, CA

251 University Avenue
Palo Alto, CA

123 South Lake Avenue
Pasadena, CA

16656 Bernardo Ctr. Drive
Rancho Bernardo, CA

1220 Roseville Parkway
Roseville, CA

1740 Arden Way
Sacramento, CA

7676 Hazard Center Drive
San Diego, CA

11943 El Camino Real
San Diego, CA

8 Montgomery Street
San Francisco, CA

3793 State Street
Santa Barbara, CA

1200 Wilshire Boulevard
Santa Monica, CA

398 West El Camino Real
Sunnyvale, CA

111 South Westlake Blvd
Thousand Oaks, CA

21701 Hawthorne Boulevard
Torrance, CA

2001 North Main Street
Walnut Creek, CA

6326 Canoga Avenue
Woodland Hills, CA

2211 Michelson Drive
Irvine, CA

Colorado

281 East Flatiron Circle
Broomfield, CO

1625 Broadway
Denver, CO

9185 Westview Road
Lone Tree, CO

Connecticut

48 West Putnam Avenue
Greenwich, CT

265 Church Street
New Haven, CT

300 Atlantic Street
Stamford, CT

29 South Main Street
West Hartford, CT

1261 Post Road
Fairfield, CT

Delaware

400 Delaware Avenue
Wilmington, DE

Florida

175 East Altamonte Drive
Altamonte Springs, FL

1400 Glades Road
Boca Raton, FL

121 Alhambra Plaza
Coral Gables, FL

2948 N. Federal Highway
Ft. Lauderdale, FL

4671 Town Center Parkway
Jacksonville, FL

8880 Tamiami Trail, North
Naples, FL

230 Royal Palm Way
Palm Beach, FL

3501 PGA Boulevard
Palm Beach Gardens, FL

3550 Tamiami Trail, South
Sarasota, FL

1502 N. Westshore Blvd.
Tampa, FL

2465 State Road 7
Wellington, FL

Georgia

3242 Peachtree Road
Atlanta, GA

1000 Abernathy Road
Atlanta, GA

Illinois

One North LaSalle Street
Chicago, IL

401 North Michigan Avenue
Chicago, IL

One Skokie Valley Road
Highland Park, IL

1415 West 22nd Street
Oak Brook, IL

15105 S LaGrange Road
Orland Park, IL

1572 East Golf Road
Schaumburg, IL

1823 Freedom Drive
Naperville, IL

Indiana

8480 Keystone Crossing
Indianapolis, IN

Kansas

5400 College Boulevard
Overland Park, KS

Maine

Three Canal Plaza
Portland, ME

Maryland

7315 Wisconsin Avenue
Bethesda, MD

610 York Road
Towson, MD

Massachusetts

801 Boylston Street
Boston, MA

155 Congress Street
Boston, MA

300 Granite Street
Braintree, MA

44 Mall Road
Burlington, MA

238 Main Street
Cambridge, MA

200 Endicott Street
Danvers, MA

Fidelity Brokerage Services, Inc., 100 Summer St., Boston, MA 02110 Member NYSE/SIPC

Annual Report

405 Cochituate Road
Framingham, MA

551 Boston Turnpike
Shrewsbury, MA

Michigan

500 E. Eisenhower Pkwy.
Ann Arbor, MI

280 N. Old Woodward Ave.
Birmingham, MI

30200 Northwestern Hwy.
Farmington Hills, MI

43420 Grand River Avenue
Novi, MI

3480 28th Street
Grand Rapids, MI

2425 S. Linden Road STE E
Flint, MI

Minnesota

7740 France Avenue South
Edina, MN

8342 3rd Street North
Oakdale, MN

Missouri

1524 South Lindbergh Blvd.
St. Louis, MO

Nevada

2225 Village Walk Drive
Henderson, NV

New Jersey

501 Route 73 South
Marlton, NJ

150 Essex Street
Millburn, NJ

35 Morris Street
Morristown, NJ

396 Route 17, North
Paramus, NJ

3518 Route 1 North
Princeton, NJ

530 Broad Street
Shrewsbury, NJ

New Mexico

2261 Q Street NE
Albuquerque, NM

New York

1130 Franklin Avenue
Garden City, NY

37 West Jericho Turnpike
Huntington Station, NY

1271 Avenue of the Americas
New York, NY

980 Madison Avenue
New York, NY

61 Broadway
New York, NY

350 Park Avenue
New York, NY

200 Fifth Avenue
New York, NY

733 Third Avenue
New York, NY

2070 Broadway
New York, NY

1075 Northern Blvd.
Roslyn, NY

799 Central Park Avenue
Scarsdale, NY

3349 Monroe Avenue
Rochester, NY

North Carolina

4611 Sharon Road
Charlotte, NC

7011 Fayetteville Road
Durham, NC

Ohio

3805 Edwards Road
Cincinnati, OH

1324 Polaris Parkway
Columbus, OH

1800 Crocker Road
Westlake, OH

28699 Chagrin Boulevard
Woodmere Village, OH

Oregon

7493 SW Bridgeport Road
Tigard, OR

Pennsylvania

600 West DeKalb Pike
King of Prussia, PA

1735 Market Street
Philadelphia, PA

12001 Perry Highway
Wexford, PA

Rhode Island

10 Memorial Boulevard
Providence, RI

Tennessee

3018 Peoples Street
Johnson City, TN

7628 West Farmington Blvd.
Germantown, TN

2035 Mallory Lane
Franklin, TN

Texas

10000 Research Boulevard
Austin, TX

4001 Northwest Parkway
Dallas, TX

12532 Memorial Drive
Houston, TX

2701 Drexel Drive
Houston, TX

6560 Fannin Street
Houston, TX

1701 Lake Robbins Drive
The Woodlands, TX

6500 N. MacArthur Blvd.
Irving, TX

6005 West Park Boulevard
Plano, TX

1576 East Southlake Blvd.
Southlake, TX

15600 Southwest Freeway
Sugar Land, TX

139 N. Loop 1604 East
San Antonio, TX

Utah

279 West South Temple
Salt Lake City, UT

Virginia

1861 International Drive
McLean, VA

11957 Democracy Drive
Reston, VA

Washington

10500 NE 8th Street
Bellevue, WA

1518 6th Avenue
Seattle, WA

304 Strander Blvd
Tukwila, WA

Washington, DC

1900 K Street, N.W.
Washington, DC

Wisconsin

16020 West Bluemound Road
Brookfield, WI

Annual Report

To Write Fidelity

We'll give your correspondence immediate attention and send you written confirmation upon completion of your request.

(letter_graphic)

Making Changes
To Your Account

(such as changing name, address, bank, etc.)

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0002

(letter_graphic)

For Non-Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

(letter_graphic)

For Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors (U.K.) Ltd.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

The Northern Trust Company
Chicago, Illinois

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

Exchanges/Redemptions
and Account Assistance 1-800-544-6666

Product Information 1-800-544-8888

Retirement Accounts 1-800-544-4774
(8 a.m. - 9 p.m.)

TDD Service 1-800-544-0118
for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)

Fidelity Automated Service
Telephone (FAST®) elm759
1-800-544-5555

elm759
Automated line for quickest service

FIV-UANN-1210
1.827481.104

elm762

(Fidelity Investment logo)(registered trademark)
Fidelity AdvisorSM
International Value
Fund - Class A, Class T, Class B
and Class C

Annual Report

October 31, 2010

Class A, Class T, Class B, and Class C are classes of Fidelity® International Value Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Life of
class
A

Class A (incl. 5.75% sales charge)

1.41%

-3.48%

Class T (incl. 3.50% sales charge)

3.57%

-3.23%

Class B (incl. contingent deferred sales charge)B

1.82%

-3.33%

Class C (incl. contingent deferred sales charge)C

5.84%

-2.92%

A From May 18, 2006.

B Class B shares' contingent deferred sales charges included in the past one year and life of class total return figures are 5% and 3%, respectively.

C Class C shares' contingent deferred sales charges included in the past one year and life of class total return figures are 1% and 0%, respectively.

Annual Report

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity Advisor International Value Fund - Class A on May 18, 2006, when the fund started, and the current 5.75% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE® (Europe, Australasia, Far East) Value Index performed over the same period.

elm1055

Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from George Stairs, Portfolio Manager of Fidelity AdvisorSM International Value Fund: For the year, the fund's Class A, Class T, Class B and Class C shares rose 7.60%, 7.32%, 6.82% and 6.84% (excluding sales charges), outpacing the 4.79% return of the MSCI EAFE® (Europe, Australasia, Far East) Value Index. The fund benefited from stock selection in financials, consumer discretionary and energy. Within financials, my picks in banks were particularly helpful, especially Canada's Toronto-Dominion Bank and underweighting Spain's Banco Santander. In contrast, the fund was hurt by positioning in the capital goods industry within the industrials sector, as well as in telecommunication services. In country terms, security selection in Japan and a number of emerging markets worked out very well. European results were mixed. Stock picking was very good in the U.K. and, to a lesser extent, Norway, but disappointing in Denmark, France, Switzerland and Germany. Underweighting Japan and overweighting Hong Kong aided results. In the U.K., a position in mining company Rio Tinto and an underweighting in energy producer BP helped, as did Norwegian and Bermudan oil driller Seadrill. The fund's biggest individual detractors included Vestas Wind Systems, a Danish wind turbine manufacturer; French insurance company AXA; and Spanish telecom company Telefonica. Several of the names mentioned were not in the index.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 



Annualized
Expense Ratio


Beginning
Account Value
May 1, 2010


Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to
October 31, 2010

Class A

1.39%

 

 

 

Actual

 

$ 1,000.00

$ 1,053.80

$ 7.20

Hypothetical A

 

$ 1,000.00

$ 1,018.20

$ 7.07

Class T

1.66%

 

 

 

Actual

 

$ 1,000.00

$ 1,052.60

$ 8.59

Hypothetical A

 

$ 1,000.00

$ 1,016.84

$ 8.44

Class B

2.15%

 

 

 

Actual

 

$ 1,000.00

$ 1,049.90

$ 11.11

Hypothetical A

 

$ 1,000.00

$ 1,014.37

$ 10.92

Class C

2.14%

 

 

 

Actual

 

$ 1,000.00

$ 1,049.90

$ 11.06

Hypothetical A

 

$ 1,000.00

$ 1,014.42

$ 10.87

International Value

1.09%

 

 

 

Actual

 

$ 1,000.00

$ 1,056.50

$ 5.65

Hypothetical A

 

$ 1,000.00

$ 1,019.71

$ 5.55

Institutional Class

.99%

 

 

 

Actual

 

$ 1,000.00

$ 1,055.10

$ 5.13

Hypothetical A

 

$ 1,000.00

$ 1,020.21

$ 5.04

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

elm707

United Kingdom 18.9%

 

elm709

Japan 18.3%

 

elm711

France 10.7%

 

elm713

Germany 6.9%

 

elm715

Spain 6.6%

 

elm717

Switzerland 4.6%

 

elm719

Hong Kong 4.2%

 

elm721

Netherlands 3.9%

 

elm723

Italy 3.1%

 

elm725

Other 22.8%

 

elm1067

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

elm707

Japan 19.2%

 

elm709

United Kingdom 18.1%

 

elm711

France 11.5%

 

elm713

Germany 6.8%

 

elm715

Switzerland 4.8%

 

elm717

Hong Kong 4.3%

 

elm719

Spain 3.7%

 

elm721

Italy 3.4%

 

elm723

Australia 3.2%

 

elm725

Other 25.0%

 

elm1079

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

99.0

98.6

Short-Term Investments and Net Other Assets

1.0

1.4

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Royal Dutch Shell PLC Class A sponsored ADR (United Kingdom, Oil, Gas & Consumable Fuels)

3.8

3.8

HSBC Holdings PLC (United Kingdom, Commercial Banks)

2.9

2.1

Mitsui & Co. Ltd. (Japan, Trading Companies & Distributors)

2.1

2.1

Vodafone Group PLC sponsored ADR (United Kingdom, Wireless Telecommunication Services)

2.0

1.9

BP PLC sponsored ADR (United Kingdom, Oil, Gas & Consumable Fuels)

2.0

1.4

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

2.0

2.4

AXA SA sponsored ADR (France, Insurance)

2.0

2.1

Banco Santander SA (Spain, Commercial Banks)

2.0

1.9

Zurich Financial Services AG (Switzerland, Insurance)

1.8

1.6

ING Groep NV (Netherlands, Diversified Financial Services)

1.8

1.0

 

22.4

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

38.4

36.6

Energy

11.1

11.5

Consumer Discretionary

10.8

10.9

Industrials

8.2

8.4

Materials

6.7

7.0

Utilities

6.3

7.2

Telecommunication Services

6.2

5.6

Information Technology

4.7

4.6

Health Care

4.4

4.6

Consumer Staples

2.2

2.2

Annual Report

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 98.0%

Shares

Value

Australia - 2.5%

Commonwealth Bank of Australia

9,042

$ 433,156

Macquarie Group Ltd.

49,337

1,749,654

Wesfarmers Ltd.

19,149

621,684

Westfield Group unit

127,286

1,543,733

TOTAL AUSTRALIA

4,348,227

Bailiwick of Jersey - 1.4%

Informa PLC

102,820

718,236

United Business Media Ltd.

101,800

1,073,191

WPP PLC

54,427

632,412

TOTAL BAILIWICK OF JERSEY

2,423,839

Bermuda - 1.0%

Seadrill Ltd. (d)

43,600

1,320,062

VimpelCom Ltd. ADR (a)

30,100

461,433

TOTAL BERMUDA

1,781,495

Brazil - 1.9%

Banco do Brasil SA

53,138

1,033,898

Banco Santander (Brasil) SA ADR

45,900

660,960

Cyrela Brazil Realty SA

35,700

493,152

Itau Unibanco Banco Multiplo SA ADR

12,933

317,634

Vivo Participacoes SA sponsored ADR

30,200

864,928

TOTAL BRAZIL

3,370,572

Canada - 2.4%

Open Text Corp. (a)

8,000

353,917

Petrobank Energy & Resources Ltd. (a)

20,700

823,819

Power Corp. of Canada (sub. vtg.) (d)

20,500

572,046

Suncor Energy, Inc.

24,900

797,855

Toronto-Dominion Bank

22,800

1,641,985

TOTAL CANADA

4,189,622

Cayman Islands - 0.6%

China High Speed Transmission Equipment Group Co. Ltd.

179,000

365,794

Hengdeli Holdings Ltd.

1,240,000

687,889

TOTAL CAYMAN ISLANDS

1,053,683

China - 1.2%

China Merchants Bank Co. Ltd. (H Shares)

325,572

924,055

Common Stocks - continued

Shares

Value

China - continued

Industrial & Commercial Bank of China Ltd. (H Shares)

983,000

$ 791,346

Nine Dragons Paper (Holdings) Ltd.

251,000

404,773

TOTAL CHINA

2,120,174

Denmark - 1.0%

Novo Nordisk AS Series B

6,704

703,801

Vestas Wind Systems AS (a)(d)

30,005

957,410

TOTAL DENMARK

1,661,211

France - 10.7%

Alstom SA

8,417

424,671

Atos Origin SA (a)

9,086

420,054

AXA SA sponsored ADR

188,900

3,443,647

BNP Paribas SA

26,393

1,929,875

Christian Dior SA

4,700

679,814

Compagnie de St. Gobain

24,678

1,152,390

Credit Agricole SA

56,600

927,353

PPR SA

6,800

1,114,607

Sanofi-Aventis sponsored ADR

41,300

1,450,043

Schneider Electric SA

6,563

931,473

Societe Generale Series A

45,507

2,724,374

Total SA

2,900

157,819

Total SA sponsored ADR

31,800

1,732,464

Unibail-Rodamco

7,266

1,513,508

TOTAL FRANCE

18,602,092

Germany - 6.8%

Allianz AG sponsored ADR

51,500

645,295

BASF AG

16,700

1,214,842

Bayerische Motoren Werke AG (BMW)

11,233

805,109

Daimler AG (United States) (a)

30,400

2,006,400

Deutsche Boerse AG

11,000

773,869

E.ON AG

81,327

2,546,155

HeidelbergCement AG

23,800

1,244,684

Metro AG

10,300

721,756

Munich Re Group

9,123

1,426,193

Volkswagen AG (d)

3,837

503,787

TOTAL GERMANY

11,888,090

Common Stocks - continued

Shares

Value

Greece - 0.3%

Hellenic Telecommunications Organization SA

21,569

$ 172,247

Public Power Corp. of Greece

22,520

377,592

TOTAL GREECE

549,839

Hong Kong - 4.2%

China Resources Power Holdings Co. Ltd.

396,000

762,241

CNOOC Ltd.

423,000

883,105

Hang Lung Group Ltd.

52,000

345,157

Hutchison Whampoa Ltd.

35,000

344,977

Swire Pacific Ltd. (A Shares)

123,300

1,749,782

Techtronic Industries Co. Ltd.

727,500

736,768

Wharf Holdings Ltd.

367,000

2,409,973

TOTAL HONG KONG

7,232,003

India - 0.5%

Bank of Baroda

37,000

877,878

Punjab National Bank

288

9,381

TOTAL INDIA

887,259

Indonesia - 0.9%

PT Bank Rakyat Indonesia Tbk

803,000

1,024,245

PT Semen Gresik (Persero) Tbk

497,500

545,510

TOTAL INDONESIA

1,569,755

Ireland - 0.3%

CRH PLC sponsored ADR

30,000

530,100

Israel - 0.5%

Teva Pharmaceutical Industries Ltd. sponsored ADR

16,700

866,730

Italy - 2.2%

ENI SpA

19,300

434,475

Intesa Sanpaolo SpA

647,919

2,278,660

UniCredit SpA

389,609

1,015,393

TOTAL ITALY

3,728,528

Japan - 18.3%

ABC-Mart, Inc.

14,100

479,579

Aisin Seiki Co. Ltd.

30,900

970,353

Credit Saison Co. Ltd.

18,500

262,398

Denso Corp.

45,200

1,405,634

East Japan Railway Co.

18,500

1,142,440

Honda Motor Co. Ltd.

31,500

1,135,537

Japan Retail Fund Investment Corp.

714

1,115,320

Common Stocks - continued

Shares

Value

Japan - continued

Japan Tobacco, Inc.

97

$ 301,348

JSR Corp.

26,900

465,660

Konica Minolta Holdings, Inc.

50,500

487,979

Miraca Holdings, Inc.

12,100

435,462

Mitsubishi UFJ Financial Group, Inc.

562,300

2,609,637

Mitsui & Co. Ltd.

235,400

3,702,232

Nippon Electric Glass Co. Ltd.

105,000

1,349,651

Nippon Telegraph & Telephone Corp.

10,800

487,084

Obic Co. Ltd.

3,880

716,501

ORIX Corp.

16,480

1,503,209

Promise Co. Ltd. (d)

59,900

250,855

Ricoh Co. Ltd.

30,000

419,659

Seven & i Holdings Co., Ltd.

19,700

457,297

SOFTBANK CORP.

16,600

533,109

Sumitomo Corp.

148,700

1,882,662

Sumitomo Metal Industries Ltd.

180,000

417,777

Sumitomo Mitsui Financial Group, Inc.

50,300

1,501,342

Tokio Marine Holdings, Inc.

26,000

731,012

Tokyo Electron Ltd.

16,800

947,912

Tokyo Gas Co. Ltd.

429,000

2,018,396

Toyota Motor Corp.

70,000

2,479,419

USS Co. Ltd.

6,120

476,093

West Japan Railway Co.

132

490,049

Xebio Co. Ltd.

2,900

56,940

Yamada Denki Co. Ltd.

9,260

601,837

TOTAL JAPAN

31,834,383

Korea (South) - 0.9%

Samsung Electronics Co. Ltd.

1,245

824,833

Shinhan Financial Group Co. Ltd.

15,815

612,488

Shinhan Financial Group Co. Ltd. sponsored ADR

2,600

202,202

TOTAL KOREA (SOUTH)

1,639,523

Luxembourg - 1.0%

ArcelorMittal SA:

(Netherlands)

17,800

575,834

Class A unit (d)

33,600

1,087,968

TOTAL LUXEMBOURG

1,663,802

Netherlands - 3.9%

Gemalto NV

21,398

974,213

ING Groep NV:

(Certificaten Van Aandelen) unit (a)

131,968

1,411,530

Common Stocks - continued

Shares

Value

Netherlands - continued

ING Groep NV: - continued

sponsored ADR (a)(d)

164,100

$ 1,768,998

Koninklijke Ahold NV

43,888

606,405

Koninklijke KPN NV

70,720

1,180,840

Randstad Holdings NV (a)

16,139

768,016

TOTAL NETHERLANDS

6,710,002

Norway - 1.0%

Aker Solutions ASA

86,460

1,316,238

DnB NOR ASA

32,800

450,074

TOTAL NORWAY

1,766,312

Portugal - 0.7%

Energias de Portugal SA

337,291

1,290,170

Russia - 0.6%

Mechel Steel Group OAO sponsored ADR

20,500

482,775

OAO Gazprom sponsored ADR

26,900

587,765

TOTAL RUSSIA

1,070,540

Singapore - 1.7%

DBS Group Holdings Ltd.

39,585

425,119

United Overseas Bank Ltd.

126,200

1,817,483

Yanlord Land Group Ltd.

564,000

749,502

TOTAL SINGAPORE

2,992,104

South Africa - 0.2%

Impala Platinum Holdings Ltd.

12,300

347,663

Spain - 6.6%

Banco Bilbao Vizcaya Argentaria SA sponsored ADR (d)

185,716

2,442,165

Banco Santander SA

77,889

999,496

Banco Santander SA sponsored ADR

185,200

2,372,412

Gestevision Telecinco SA

16,100

205,340

Iberdrola SA

268,746

2,266,117

Red Electrica Corporacion SA

8,800

441,975

Telefonica SA sponsored ADR (d)

32,800

2,661,392

TOTAL SPAIN

11,388,897

Sweden - 0.3%

Telefonaktiebolaget LM Ericsson (B Shares)

48,352

531,601

Switzerland - 4.6%

Lonza Group AG

2,189

191,581

Roche Holding AG (participation certificate)

23,649

3,471,611

Common Stocks - continued

Shares

Value

Switzerland - continued

Transocean Ltd. (a)

18,439

$ 1,168,295

Zurich Financial Services AG

13,038

3,190,790

TOTAL SWITZERLAND

8,022,277

Taiwan - 0.5%

AU Optronics Corp. (a)

315,000

314,442

Hon Hai Precision Industry Co. Ltd. (Foxconn)

136,752

518,322

TOTAL TAIWAN

832,764

Thailand - 0.4%

Siam Commercial Bank PCL (For. Reg.)

196,900

674,090

United Kingdom - 18.9%

Aberdeen Asset Management PLC

202,260

576,162

Aegis Group PLC

342,500

689,762

Anglo American PLC (United Kingdom)

46,717

2,176,569

AstraZeneca PLC sponsored ADR (d)

13,200

666,072

Aviva PLC

110,728

706,059

BAE Systems PLC

158,200

873,677

Barclays PLC

393,292

1,728,083

BP PLC sponsored ADR

86,000

3,511,380

British Airways PLC (a)

88,300

382,959

Centrica PLC

99,225

528,109

HSBC Holdings PLC:

(United Kingdom)

166,235

1,729,898

sponsored ADR

62,270

3,244,890

Imperial Tobacco Group PLC

24,643

789,241

International Power PLC

69,857

467,048

Man Group PLC

62,924

262,922

Misys PLC (a)

78,900

355,717

Prudential PLC

113,283

1,145,604

Rio Tinto PLC

19,102

1,240,525

Royal Dutch Shell PLC Class A sponsored ADR (d)

101,400

6,583,903

Vedanta Resources PLC

27,600

917,551

Vodafone Group PLC sponsored ADR

129,112

3,551,871

Wolseley PLC (a)

27,062

721,033

TOTAL UNITED KINGDOM

32,849,035

TOTAL COMMON STOCKS

(Cost $181,546,961)

170,416,382

Nonconvertible Preferred Stocks - 1.0%

Shares

Value

Germany - 0.1%

Volkswagen AG

1,600

$ 240,443

Italy - 0.9%

Fiat SpA (Risparmio Shares)

53,200

625,142

Telecom Italia SpA (Risparmio Shares)

727,800

892,776

TOTAL ITALY

1,517,918

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $1,798,557)

1,758,361

Money Market Funds - 9.6%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)

1,148,052

1,148,052

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

15,519,480

15,519,480

TOTAL MONEY MARKET FUNDS

(Cost $16,667,532)

16,667,532

TOTAL INVESTMENT PORTFOLIO - 108.6%

(Cost $200,013,050)

188,842,275

NET OTHER ASSETS (LIABILITIES) - (8.6)%

(14,918,317)

NET ASSETS - 100%

$ 173,923,958

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 2,268

Fidelity Securities Lending Cash Central Fund

157,549

Total

$ 159,817

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United Kingdom

$ 32,849,035

$ 26,298,866

$ 6,550,169

$ -

Japan

31,834,383

7,071,809

24,762,574

-

France

18,602,092

18,444,273

157,819

-

Germany

12,128,533

12,128,533

-

-

Spain

11,388,897

10,389,401

999,496

-

Switzerland

8,022,277

8,022,277

-

-

Hong Kong

7,232,003

6,348,898

883,105

-

Netherlands

6,710,002

5,298,472

1,411,530

-

Italy

5,246,446

3,919,195

1,327,251

-

Other

38,161,075

34,343,479

3,817,596

-

Money Market Funds

16,667,532

16,667,532

-

-

Total Investments in Securities:

$ 188,842,275

$ 148,932,735

$ 39,909,540

$ -

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $86,037,358 of which $17,089,067, $65,376,972 and $3,571,319 will expire on October 31, 2016, 2017 and 2018, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $15,206,694) - See accompanying schedule:

Unaffiliated issuers (cost $183,345,518)

$ 172,174,743

 

Fidelity Central Funds (cost $16,667,532)

16,667,532

 

Total Investments (cost $200,013,050)

 

$ 188,842,275

Foreign currency held at value (cost $5,461)

5,490

Receivable for investments sold

446,531

Receivable for fund shares sold

78,493

Dividends receivable

605,309

Distributions receivable from Fidelity Central Funds

4,290

Other receivables

29,877

Total assets

190,012,265

 

 

 

Liabilities

Payable for investments purchased

$ 163,146

Payable for fund shares redeemed

179,389

Accrued management fee

96,986

Distribution and service plan fees payable

4,718

Other affiliated payables

35,187

Other payables and accrued expenses

89,401

Collateral on securities loaned, at value

15,519,480

Total liabilities

16,088,307

 

 

 

Net Assets

$ 173,923,958

Net Assets consist of:

 

Paid in capital

$ 268,479,379

Undistributed net investment income

3,475,373

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(86,855,582)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(11,175,212)

Net Assets

$ 173,923,958

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($4,698,845 ÷ 571,797 shares)

$ 8.22

 

 

 

Maximum offering price per share (100/94.25 of $8.22)

$ 8.72

Class T:
Net Asset Value
and redemption price per share ($2,276,315 ÷ 277,544 shares)

$ 8.20

 

 

 

Maximum offering price per share (100/96.50 of $8.20)

$ 8.50

Class B:
Net Asset Value
and offering price per share ($1,216,282 ÷ 148,316 shares)A

$ 8.20

 

 

 

Class C:
Net Asset Value
and offering price per share ($2,123,283 ÷ 258,867 shares)A

$ 8.20

 

 

 

International Value:
Net Asset Value
, offering price and redemption price per share ($163,089,817 ÷ 19,827,024 shares)

$ 8.23

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($519,416 ÷ 63,004 shares)

$ 8.24

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 6,155,601

Interest

 

12

Income from Fidelity Central Funds

 

159,817

Income before foreign taxes withheld

 

6,315,430

Less foreign taxes withheld

 

(506,127)

Total income

 

5,809,303

 

 

 

Expenses

Management fee
Basic fee

$ 1,246,006

Performance adjustment

(64,274)

Transfer agent fees

456,496

Distribution and service plan fees

53,397

Accounting and security lending fees

86,012

Custodian fees and expenses

47,971

Independent trustees' compensation

1,006

Registration fees

80,881

Audit

66,813

Legal

923

Miscellaneous

2,258

Total expenses before reductions

1,977,489

Expense reductions

(28,245)

1,949,244

Net investment income (loss)

3,860,059

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(3,197,843)

Foreign currency transactions

(24,115)

Total net realized gain (loss)

 

(3,221,958)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $30,988)

12,416,559

Assets and liabilities in foreign currencies

1,278

Total change in net unrealized appreciation (depreciation)

 

12,417,837

Net gain (loss)

9,195,879

Net increase (decrease) in net assets resulting from operations

$ 13,055,938

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 3,860,059

$ 3,337,187

Net realized gain (loss)

(3,221,958)

(62,114,878)

Change in net unrealized appreciation (depreciation)

12,417,837

101,639,080

Net increase (decrease) in net assets resulting
from operations

13,055,938

42,861,389

Distributions to shareholders from net investment income

(3,135,757)

(3,076,516)

Distributions to shareholders from net realized gain

(123,529)

-

Total distributions

(3,259,286)

(3,076,516)

Share transactions - net increase (decrease)

(27,172,209)

(17,980,610)

Redemption fees

3,410

6,134

Total increase (decrease) in net assets

(17,372,147)

21,810,397

 

 

 

Net Assets

Beginning of period

191,296,105

169,485,708

End of period (including undistributed net investment income of $3,475,373 and undistributed net investment income of $2,751,072, respectively)

$ 173,923,958

$ 191,296,105

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009

2008

2007

2006 I

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.75

$ 5.93

$ 13.02

$ 10.60

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) E

  .15

  .12

  .21

  .18

  .06 H

Net realized and unrealized gain (loss)

  .44

  1.78

  (6.53)

  2.29

  .54

Total from investment operations

  .59

  1.90

  (6.32)

  2.47

  .60

Distributions from net investment income

  (.11)

  (.08)

  (.15)

  (.03)

  -

Distributions from net realized gain

  (.01)

  -

  (.62)

  (.02)

  -

Total distributions

  (.12)

  (.08)

  (.77)

  (.05)

  -

Redemption fees added to paid in capital E, K

  -

  -

  -

  -

  -

Net asset value, end of period

$ 8.22

$ 7.75

$ 5.93

$ 13.02

$ 10.60

Total Return B, C, D

  7.60%

  32.71%

  (51.50)%

  23.43%

  6.00%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  1.40%

  1.34%

  1.42%

  1.38%

  1.75%A

Expenses net of fee waivers, if any

  1.40%

  1.34%

  1.42%

  1.38%

  1.50% A

Expenses net of all reductions

  1.38%

  1.32%

  1.41%

  1.37%

  1.46% A

Net investment income (loss)

  1.93%

  1.86%

  2.05%

  1.49%

  1.29% A, H

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 4,699

$ 4,456

$ 2,854

$ 6,052

$ 1,537

Portfolio turnover rate G

  43%

  46%

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .63%.

I For the period May 18, 2006 (commencement of operations) to October 31, 2006.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,

2010

2009

2008

2007

2006 I

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.73

$ 5.91

$ 12.99

$ 10.59

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) E

  .13

  .10

  .18

  .15

  .05 H

Net realized and unrealized gain (loss)

  .44

  1.77

  (6.50)

  2.29

  .54

Total from investment operations

  .57

  1.87

  (6.32)

  2.44

  .59

Distributions from net investment income

  (.09)

  (.05)

  (.14)

  (.02)

  -

Distributions from net realized gain

  (.01)

  -

  (.62)

  (.02)

  -

Total distributions

  (.10)

  (.05)

  (.76)

  (.04)

  -

Redemption fees added to paid in capital E, K

  -

  -

  -

  -

  -

Net asset value, end of period

$ 8.20

$ 7.73

$ 5.91

$ 12.99

$ 10.59

Total Return B, C, D

  7.32%

  32.14%

  (51.60)%

  23.13%

  5.90%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  1.67%

  1.60%

  1.67%

  1.60%

  2.01% A

Expenses net of fee waivers, if any

  1.67%

  1.60%

  1.67%

  1.60%

  1.75% A

Expenses net of all reductions

  1.65%

  1.59%

  1.66%

  1.58%

  1.71% A

Net investment income (loss)

  1.65%

  1.59%

  1.80%

  1.27%

  1.04% A, H

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,276

$ 2,395

$ 2,087

$ 5,081

$ 1,789

Portfolio turnover rate G

  43%

  46%

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .38%.

I For the period May 18, 2006 (commencement of operations) to October 31, 2006.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009

2008

2007

2006 I

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.74

$ 5.88

$ 12.93

$ 10.56

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) E

  .09

  .07

  .13

  .09

  .02 H

Net realized and unrealized gain (loss)

  .44

  1.79

  (6.48)

  2.29

  .54

Total from investment operations

  .53

  1.86

  (6.35)

  2.38

  .56

Distributions from net investment income

  (.06)

  -

  (.08)

  -

  -

Distributions from net realized gain

  (.01)

  -

  (.62)

  (.01)

  -

Total distributions

  (.07)

  -

  (.70)

  (.01)

  -

Redemption fees added to paid in capital E, K

  -

  -

  -

  -

  -

Net asset value, end of period

$ 8.20

$ 7.74

$ 5.88

$ 12.93

$ 10.56

Total Return B, C, D

  6.82%

  31.63%

  (51.85)%

  22.59%

  5.60%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  2.15%

  2.08%

  2.18%

  2.10%

  2.50% A

Expenses net of fee waivers, if any

  2.15%

  2.08%

  2.18%

  2.10%

  2.25% A

Expenses net of all reductions

  2.13%

  2.07%

  2.17%

  2.08%

  2.21% A

Net investment income (loss)

  1.18%

  1.11%

  1.29%

  .77%

  .54% A, H

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 1,216

$ 1,076

$ 931

$ 2,651

$ 1,304

Portfolio turnover rate G

  43%

  46%

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been (.12)%.

I For the period May 18, 2006 (commencement of operations) to October 31, 2006.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,

2010

2009

2008

2007

2006 I

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.73

$ 5.88

$ 12.92

$ 10.56

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) E

  .09

  .07

  .13

  .09

  .02 H

Net realized and unrealized gain (loss)

  .44

  1.78

  (6.47)

  2.29

  .54

Total from investment operations

  .53

  1.85

  (6.34)

  2.38

  .56

Distributions from net investment income

  (.05)

  -

  (.08)

  -

  -

Distributions from net realized gain

  (.01)

  -

  (.62)

  (.02)

  -

Total distributions

  (.06)

  -

  (.70)

  (.02)

  -

Redemption fees added to paid in capital E, K

  -

  -

  -

  -

  -

Net asset value, end of period

$ 8.20

$ 7.73

$ 5.88

$ 12.92

$ 10.56

Total Return B, C, D

  6.84%

  31.46%

  (51.80)%

  22.56%

  5.60%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  2.15%

  2.08%

  2.17%

  2.07%

  2.47% A

Expenses net of fee waivers, if any

  2.15%

  2.08%

  2.17%

  2.07%

  2.25% A

Expenses net of all reductions

  2.13%

  2.06%

  2.16%

  2.05%

  2.21% A

Net investment income (loss)

  1.18%

  1.12%

  1.30%

  .80%

  .54% A, H

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,123

$ 2,108

$ 1,784

$ 5,996

$ 2,183

Portfolio turnover rate G

  43%

  46%

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been (.12)%.

I For the period May 18, 2006 (commencement of operations) to October 31, 2006.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Value

Years ended October 31,

2010

2009

2008

2007

2006 H

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.75

$ 5.95

$ 13.06

$ 10.61

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) D

  .17

  .13

  .24

  .22

  .07 G

Net realized and unrealized gain (loss)

  .44

  1.78

  (6.54)

  2.29

  .54

Total from investment operations

  .61

  1.91

  (6.30)

  2.51

  .61

Distributions from net investment income

  (.13)

  (.11)

  (.19)

  (.04)

  -

Distributions from net realized gain

  (.01)

  -

  (.62)

  (.02)

  -

Total distributions

  (.13) K

  (.11)

  (.81)

  (.06)

  -

Redemption fees added to paid in capital D, J

  -

  -

  -

  -

  -

Net asset value, end of period

$ 8.23

$ 7.75

$ 5.95

$ 13.06

$ 10.61

Total Return B, C

  7.95%

  33.09%

  (51.34)%

  23.81%

  6.10%

Ratios to Average Net Assets E, I

 

 

 

 

 

Expenses before reductions

  1.09%

  1.07%

  1.10%

  1.03%

  1.50% A

Expenses net of fee waivers, if any

  1.09%

  1.07%

  1.10%

  1.03%

  1.25% A

Expenses net of all reductions

  1.08%

  1.06%

  1.09%

  1.02%

  1.21% A

Net investment income (loss)

  2.23%

  2.12%

  2.37%

  1.84%

  1.54% A, G

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 163,090

$ 180,447

$ 160,777

$ 381,148

$ 221,130

Portfolio turnover rate F

  43%

  46%

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .88%.

H For the period May 18, 2006 (commencement of operations) to October 31, 2006.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Total distributions of $.13 per share is comprised of distributions from net investment income of $.129 and distributions from net realized gain of $.005 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009

2008

2007

2006 H

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.76

$ 5.96

$ 13.07

$ 10.61

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) D

  .18

  .14

  .25

  .22

  .07 G

Net realized and unrealized gain (loss)

  .44

  1.78

  (6.54)

  2.30

  .54

Total from investment operations

  .62

  1.92

  (6.29)

  2.52

  .61

Distributions from net investment income

  (.14)

  (.12)

  (.20)

  (.04)

  -

Distributions from net realized gain

  (.01)

  -

  (.62)

  (.02)

  -

Total distributions

  (.14) K

  (.12)

  (.82)

  (.06)

  -

Redemption fees added to paid in capital D, J

  -

  -

  -

  -

  -

Net asset value, end of period

$ 8.24

$ 7.76

$ 5.96

$ 13.07

$ 10.61

Total Return B, C

  8.05%

  33.06%

  (51.27)%

  23.91%

  6.10%

Ratios to Average Net Assets E, I

 

 

 

 

 

Expenses before reductions

  .98%

  .93%

  1.02%

  .98%

  1.38% A

Expenses net of fee waivers, if any

  .98%

  .93%

  1.02%

  .98%

  1.25% A

Expenses net of all reductions

  .97%

  .92%

  1.01%

  .96%

  1.21% A

Net investment income (loss)

  2.34%

  2.26%

  2.45%

  1.89%

  1.54% A, G

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 519

$ 814

$ 1,052

$ 3,965

$ 3,064

Portfolio turnover rate F

  43%

  46%

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .88%.

H For the period May 18, 2006 (commencement of operations) to October 31, 2006.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Total distributions of $.14 per share is comprised of distributions from net investment income of $.137 and distributions from net realized gain of $.005 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity International Value Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, International Value and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of October 31, 2010 is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in significant transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

Investments in open-end mutual funds ,including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 16,722,692

Gross unrealized depreciation

(29,377,939)

Net unrealized appreciation (depreciation)

$ (12,655,247)

 

 

Tax Cost

$ 201,497,522

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 4,141,622

Capital loss carryforward

$ (86,037,358)

Net unrealized appreciation (depreciation)

$ (12,628,725)

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 3,259,286

$ 3,076,516

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $74,051,222 and $100,611,718, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of International Value as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .67% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period,

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 11,360

$ 408

Class T

.25%

.25%

10,692

17

Class B

.75%

.25%

11,371

8,530

Class C

.75%

.25%

19,974

2,825

 

 

 

$ 53,397

$ 11,780

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 2,989

Class T

944

Class B*

1,152

Class C*

496

 

$ 5,581

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 14,253

.31

Class T

7,114

.33

Class B

3,574

.31

Class C

6,249

.31

International Value

424,492

.26

Institutional Class

814

.15

 

$ 456,496

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $338 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $702 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is

Annual Report

Notes to Financial Statements - continued

7. Security Lending - continued

determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $157,549. During the period, there were no securities loaned to FCM.

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $28,245 for the period.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Class A

$ 64,929

$ 38,784

Class T

27,801

19,023

Class B

8,869

-

Class C

14,357

-

International Value

3,006,248

3,001,128

Institutional Class

13,553

17,581

Total

$ 3,135,757

$ 3,076,516

From net realized gain

 

 

Class A

$ 2,899

$ -

Class T

1,544

-

Class B

715

-

Class C

1,354

-

International Value

116,522

-

Institutional Class

495

-

Total

$ 123,529

$ -

Annual Report

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Class A

 

 

 

 

Shares sold

216,581

302,325

$ 1,676,019

$ 1,876,749

Reinvestment of distributions

7,621

6,730

61,732

35,265

Shares redeemed

(227,521)

(215,042)

(1,766,121)

(1,172,427)

Net increase (decrease)

(3,319)

94,013

$ (28,370)

$ 739,587

Class T

 

 

 

 

Shares sold

82,344

72,122

$ 635,080

$ 432,831

Reinvestment of distributions

3,507

2,980

28,408

15,614

Shares redeemed

(118,025)

(118,669)

(899,018)

(709,124)

Net increase (decrease)

(32,174)

(43,567)

$ (235,530)

$ (260,679)

Class B

 

 

 

 

Shares sold

44,963

51,221

$ 346,949

$ 307,508

Reinvestment of distributions

980

-

7,981

-

Shares redeemed

(36,625)

(70,451)

(286,374)

(387,465)

Net increase (decrease)

9,318

(19,230)

$ 68,556

$ (79,957)

Class C

 

 

 

 

Shares sold

56,757

108,573

$ 434,910

$ 666,628

Reinvestment of distributions

1,540

-

12,532

-

Shares redeemed

(72,014)

(139,651)

(560,469)

(850,584)

Net increase (decrease)

(13,717)

(31,078)

$ (113,027)

$ (183,956)

International Value

 

 

 

 

Shares sold

3,662,730

4,879,190

$ 28,403,948

$ 32,198,500

Reinvestment of distributions

369,795

550,070

2,987,943

2,876,866

Shares redeemed

(7,496,748)

(9,139,736)

(57,917,334)

(52,863,403)

Net increase (decrease)

(3,464,223)

(3,710,476)

$ (26,525,443)

$ (17,788,037)

Institutional Class

 

 

 

 

Shares sold

16,581

6,874

$ 128,469

$ 36,272

Reinvestment of distributions

185

572

1,498

2,992

Shares redeemed

(58,573)

(79,196)

(468,362)

(446,832)

Net increase (decrease)

(41,807)

(71,750)

$ (338,395)

$ (407,568)

Annual Report

Notes to Financial Statements - continued

11. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity International Value Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity International Value Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2010, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity International Value Fund as of October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 16, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Annual Report

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

Trustees and Officers - continued

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Advisor International Value Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Class A

12/06/10

12/03/10

$0.164

$0.034

Class T

12/06/10

12/03/10

$0.146

$0.034

Class B

12/06/10

12/03/10

$0.104

$0.034

Class C

12/06/10

12/03/10

$0.108

$0.034

Class A designates 87%, Class B designates 100%, Class C designates 100%, and Class T designates 100% of the dividend distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Class A

12/07/09

$0.122

$0.012

Class T

12/07/09

$0.101

$0.012

Class B

12/07/09

$0.075

$0.012

Class C

12/07/09

$0.066

$0.012

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Value Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured over multiple periods against (i) a broad-based securities market index, and (ii) a custom peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. Because the fund had been in existence less than five calendar years, the following charts considered by the Board show, over the one- and three-year periods ended December 31, 2009, the cumulative total returns of Institutional Class (Class I) and Class B of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a custom peer group of mutual funds defined by FMR based on categories assigned by Morningstar, Inc. The returns of Institutional Class (Class I) and Class B show the performance of the highest and lowest performing classes, respectively (based on three-year performance). The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated. The fund's custom peer group, defined by FMR, is a peer group that FMR believes provides a more meaningful performance comparison than the peer group assigned by Morningstar, Inc., which assigns mutual funds to categories based on their investment styles as measured by their underlying portfolio holdings.

Annual Report

Fidelity International Value Fund

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The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of Institutional Class (Class I) of the fund was in the second quartile for the one-year period and the third quartile for the three-year period. The Board also noted that the investment performance of Institutional Class (Class I) of the fund compared favorably to its benchmark for the one-year period, although the fund's three-year cumulative total return was lower than its benchmark. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month (or shorter) periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 15% means that 85% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Fidelity International Value Fund

elm1083

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, Institutional Class, and the retail class ranked below its competitive median for 2009 and the total expenses of Class T ranked above its competitive median for 2009. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors (U.K.) Ltd.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Northern Trust Company

Chicago, IL

AFIV-UANN-1210
1.827496.104

elm807

(Fidelity Investment logo)(registered trademark)
Fidelity AdvisorSM
International Value
Fund - Institutional Class

Annual Report

October 31, 2010

Institutional Class is
a class of Fidelity®
International Value Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

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The Chairman's message to shareholders.

Performance

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How the fund has done over time.

Management's Discussion of Fund Performance

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The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

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An example of shareholder expenses.

Investment Changes

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A summary of major shifts in the fund's investments over the past six months.

Investments

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A complete list of the fund's investments with their market values.

Financial Statements

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Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

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Notes to financial statements.

Report of Independent Registered Public Accounting Firm

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Trustees and Officers

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Distributions

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Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Life of
class
A

  Institutional Class

8.05%

-1.83%

A From May 18, 2006.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity Advisor International Value Fund - Institutional Class on May 18, 2006, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE® (Europe, Australasia, Far East) Value Index performed over the same period.

elm1098

Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from George Stairs, Portfolio Manager of Fidelity AdvisorSM International Value Fund: For the year, the fund's Institutional Class shares rose 8.05%, outpacing the 4.79% return of the MSCI EAFE® (Europe, Australasia, Far East) Value Index. The fund benefited from stock selection in financials, consumer discretionary and energy. Within financials, my picks in banks were particularly helpful, especially Canada's Toronto-Dominion Bank and underweighting Spain's Banco Santander. In contrast, the fund was hurt by positioning in the capital goods industry within the industrials sector, as well as in telecommunication services. In country terms, security selection in Japan and a number of emerging markets worked out very well. European results were mixed. Stock picking was very good in the U.K. and, to a lesser extent, Norway, but disappointing in Denmark, France, Switzerland and Germany. Underweighting Japan and overweighting Hong Kong aided results. In the U.K., a position in mining company Rio Tinto and an underweighting in energy producer BP helped, as did Norwegian and Bermudan oil driller Seadrill. The fund's biggest individual detractors included Vestas Wind Systems, a Danish wind turbine manufacturer; French insurance company AXA; and Spanish telecom company Telefonica. Several of the names mentioned were not in the index.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Shareholder Expense Example - continued

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 



Annualized
Expense Ratio


Beginning
Account Value
May 1, 2010


Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to
October 31, 2010

Class A

1.39%

 

 

 

Actual

 

$ 1,000.00

$ 1,053.80

$ 7.20

Hypothetical A

 

$ 1,000.00

$ 1,018.20

$ 7.07

Class T

1.66%

 

 

 

Actual

 

$ 1,000.00

$ 1,052.60

$ 8.59

Hypothetical A

 

$ 1,000.00

$ 1,016.84

$ 8.44

Class B

2.15%

 

 

 

Actual

 

$ 1,000.00

$ 1,049.90

$ 11.11

Hypothetical A

 

$ 1,000.00

$ 1,014.37

$ 10.92

Class C

2.14%

 

 

 

Actual

 

$ 1,000.00

$ 1,049.90

$ 11.06

Hypothetical A

 

$ 1,000.00

$ 1,014.42

$ 10.87

International Value

1.09%

 

 

 

Actual

 

$ 1,000.00

$ 1,056.50

$ 5.65

Hypothetical A

 

$ 1,000.00

$ 1,019.71

$ 5.55

Institutional Class

.99%

 

 

 

Actual

 

$ 1,000.00

$ 1,055.10

$ 5.13

Hypothetical A

 

$ 1,000.00

$ 1,020.21

$ 5.04

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

elm707

United Kingdom 18.9%

 

elm709

Japan 18.3%

 

elm711

France 10.7%

 

elm713

Germany 6.9%

 

elm715

Spain 6.6%

 

elm717

Switzerland 4.6%

 

elm719

Hong Kong 4.2%

 

elm721

Netherlands 3.9%

 

elm723

Italy 3.1%

 

elm725

Other 22.8%

 

elm1110

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

elm707

Japan 19.2%

 

elm709

United Kingdom 18.1%

 

elm711

France 11.5%

 

elm713

Germany 6.8%

 

elm715

Switzerland 4.8%

 

elm717

Hong Kong 4.3%

 

elm719

Spain 3.7%

 

elm721

Italy 3.4%

 

elm723

Australia 3.2%

 

elm725

Other 25.0%

 

elm1122

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

99.0

98.6

Short-Term Investments and Net Other Assets

1.0

1.4

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Royal Dutch Shell PLC Class A sponsored ADR (United Kingdom, Oil, Gas & Consumable Fuels)

3.8

3.8

HSBC Holdings PLC (United Kingdom, Commercial Banks)

2.9

2.1

Mitsui & Co. Ltd. (Japan, Trading Companies & Distributors)

2.1

2.1

Vodafone Group PLC sponsored ADR (United Kingdom, Wireless Telecommunication Services)

2.0

1.9

BP PLC sponsored ADR (United Kingdom, Oil, Gas & Consumable Fuels)

2.0

1.4

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

2.0

2.4

AXA SA sponsored ADR (France, Insurance)

2.0

2.1

Banco Santander SA (Spain, Commercial Banks)

2.0

1.9

Zurich Financial Services AG (Switzerland, Insurance)

1.8

1.6

ING Groep NV (Netherlands, Diversified Financial Services)

1.8

1.0

 

22.4

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

38.4

36.6

Energy

11.1

11.5

Consumer Discretionary

10.8

10.9

Industrials

8.2

8.4

Materials

6.7

7.0

Utilities

6.3

7.2

Telecommunication Services

6.2

5.6

Information Technology

4.7

4.6

Health Care

4.4

4.6

Consumer Staples

2.2

2.2

Annual Report

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 98.0%

Shares

Value

Australia - 2.5%

Commonwealth Bank of Australia

9,042

$ 433,156

Macquarie Group Ltd.

49,337

1,749,654

Wesfarmers Ltd.

19,149

621,684

Westfield Group unit

127,286

1,543,733

TOTAL AUSTRALIA

4,348,227

Bailiwick of Jersey - 1.4%

Informa PLC

102,820

718,236

United Business Media Ltd.

101,800

1,073,191

WPP PLC

54,427

632,412

TOTAL BAILIWICK OF JERSEY

2,423,839

Bermuda - 1.0%

Seadrill Ltd. (d)

43,600

1,320,062

VimpelCom Ltd. ADR (a)

30,100

461,433

TOTAL BERMUDA

1,781,495

Brazil - 1.9%

Banco do Brasil SA

53,138

1,033,898

Banco Santander (Brasil) SA ADR

45,900

660,960

Cyrela Brazil Realty SA

35,700

493,152

Itau Unibanco Banco Multiplo SA ADR

12,933

317,634

Vivo Participacoes SA sponsored ADR

30,200

864,928

TOTAL BRAZIL

3,370,572

Canada - 2.4%

Open Text Corp. (a)

8,000

353,917

Petrobank Energy & Resources Ltd. (a)

20,700

823,819

Power Corp. of Canada (sub. vtg.) (d)

20,500

572,046

Suncor Energy, Inc.

24,900

797,855

Toronto-Dominion Bank

22,800

1,641,985

TOTAL CANADA

4,189,622

Cayman Islands - 0.6%

China High Speed Transmission Equipment Group Co. Ltd.

179,000

365,794

Hengdeli Holdings Ltd.

1,240,000

687,889

TOTAL CAYMAN ISLANDS

1,053,683

China - 1.2%

China Merchants Bank Co. Ltd. (H Shares)

325,572

924,055

Common Stocks - continued

Shares

Value

China - continued

Industrial & Commercial Bank of China Ltd. (H Shares)

983,000

$ 791,346

Nine Dragons Paper (Holdings) Ltd.

251,000

404,773

TOTAL CHINA

2,120,174

Denmark - 1.0%

Novo Nordisk AS Series B

6,704

703,801

Vestas Wind Systems AS (a)(d)

30,005

957,410

TOTAL DENMARK

1,661,211

France - 10.7%

Alstom SA

8,417

424,671

Atos Origin SA (a)

9,086

420,054

AXA SA sponsored ADR

188,900

3,443,647

BNP Paribas SA

26,393

1,929,875

Christian Dior SA

4,700

679,814

Compagnie de St. Gobain

24,678

1,152,390

Credit Agricole SA

56,600

927,353

PPR SA

6,800

1,114,607

Sanofi-Aventis sponsored ADR

41,300

1,450,043

Schneider Electric SA

6,563

931,473

Societe Generale Series A

45,507

2,724,374

Total SA

2,900

157,819

Total SA sponsored ADR

31,800

1,732,464

Unibail-Rodamco

7,266

1,513,508

TOTAL FRANCE

18,602,092

Germany - 6.8%

Allianz AG sponsored ADR

51,500

645,295

BASF AG

16,700

1,214,842

Bayerische Motoren Werke AG (BMW)

11,233

805,109

Daimler AG (United States) (a)

30,400

2,006,400

Deutsche Boerse AG

11,000

773,869

E.ON AG

81,327

2,546,155

HeidelbergCement AG

23,800

1,244,684

Metro AG

10,300

721,756

Munich Re Group

9,123

1,426,193

Volkswagen AG (d)

3,837

503,787

TOTAL GERMANY

11,888,090

Common Stocks - continued

Shares

Value

Greece - 0.3%

Hellenic Telecommunications Organization SA

21,569

$ 172,247

Public Power Corp. of Greece

22,520

377,592

TOTAL GREECE

549,839

Hong Kong - 4.2%

China Resources Power Holdings Co. Ltd.

396,000

762,241

CNOOC Ltd.

423,000

883,105

Hang Lung Group Ltd.

52,000

345,157

Hutchison Whampoa Ltd.

35,000

344,977

Swire Pacific Ltd. (A Shares)

123,300

1,749,782

Techtronic Industries Co. Ltd.

727,500

736,768

Wharf Holdings Ltd.

367,000

2,409,973

TOTAL HONG KONG

7,232,003

India - 0.5%

Bank of Baroda

37,000

877,878

Punjab National Bank

288

9,381

TOTAL INDIA

887,259

Indonesia - 0.9%

PT Bank Rakyat Indonesia Tbk

803,000

1,024,245

PT Semen Gresik (Persero) Tbk

497,500

545,510

TOTAL INDONESIA

1,569,755

Ireland - 0.3%

CRH PLC sponsored ADR

30,000

530,100

Israel - 0.5%

Teva Pharmaceutical Industries Ltd. sponsored ADR

16,700

866,730

Italy - 2.2%

ENI SpA

19,300

434,475

Intesa Sanpaolo SpA

647,919

2,278,660

UniCredit SpA

389,609

1,015,393

TOTAL ITALY

3,728,528

Japan - 18.3%

ABC-Mart, Inc.

14,100

479,579

Aisin Seiki Co. Ltd.

30,900

970,353

Credit Saison Co. Ltd.

18,500

262,398

Denso Corp.

45,200

1,405,634

East Japan Railway Co.

18,500

1,142,440

Honda Motor Co. Ltd.

31,500

1,135,537

Japan Retail Fund Investment Corp.

714

1,115,320

Common Stocks - continued

Shares

Value

Japan - continued

Japan Tobacco, Inc.

97

$ 301,348

JSR Corp.

26,900

465,660

Konica Minolta Holdings, Inc.

50,500

487,979

Miraca Holdings, Inc.

12,100

435,462

Mitsubishi UFJ Financial Group, Inc.

562,300

2,609,637

Mitsui & Co. Ltd.

235,400

3,702,232

Nippon Electric Glass Co. Ltd.

105,000

1,349,651

Nippon Telegraph & Telephone Corp.

10,800

487,084

Obic Co. Ltd.

3,880

716,501

ORIX Corp.

16,480

1,503,209

Promise Co. Ltd. (d)

59,900

250,855

Ricoh Co. Ltd.

30,000

419,659

Seven & i Holdings Co., Ltd.

19,700

457,297

SOFTBANK CORP.

16,600

533,109

Sumitomo Corp.

148,700

1,882,662

Sumitomo Metal Industries Ltd.

180,000

417,777

Sumitomo Mitsui Financial Group, Inc.

50,300

1,501,342

Tokio Marine Holdings, Inc.

26,000

731,012

Tokyo Electron Ltd.

16,800

947,912

Tokyo Gas Co. Ltd.

429,000

2,018,396

Toyota Motor Corp.

70,000

2,479,419

USS Co. Ltd.

6,120

476,093

West Japan Railway Co.

132

490,049

Xebio Co. Ltd.

2,900

56,940

Yamada Denki Co. Ltd.

9,260

601,837

TOTAL JAPAN

31,834,383

Korea (South) - 0.9%

Samsung Electronics Co. Ltd.

1,245

824,833

Shinhan Financial Group Co. Ltd.

15,815

612,488

Shinhan Financial Group Co. Ltd. sponsored ADR

2,600

202,202

TOTAL KOREA (SOUTH)

1,639,523

Luxembourg - 1.0%

ArcelorMittal SA:

(Netherlands)

17,800

575,834

Class A unit (d)

33,600

1,087,968

TOTAL LUXEMBOURG

1,663,802

Netherlands - 3.9%

Gemalto NV

21,398

974,213

ING Groep NV:

(Certificaten Van Aandelen) unit (a)

131,968

1,411,530

Common Stocks - continued

Shares

Value

Netherlands - continued

ING Groep NV: - continued

sponsored ADR (a)(d)

164,100

$ 1,768,998

Koninklijke Ahold NV

43,888

606,405

Koninklijke KPN NV

70,720

1,180,840

Randstad Holdings NV (a)

16,139

768,016

TOTAL NETHERLANDS

6,710,002

Norway - 1.0%

Aker Solutions ASA

86,460

1,316,238

DnB NOR ASA

32,800

450,074

TOTAL NORWAY

1,766,312

Portugal - 0.7%

Energias de Portugal SA

337,291

1,290,170

Russia - 0.6%

Mechel Steel Group OAO sponsored ADR

20,500

482,775

OAO Gazprom sponsored ADR

26,900

587,765

TOTAL RUSSIA

1,070,540

Singapore - 1.7%

DBS Group Holdings Ltd.

39,585

425,119

United Overseas Bank Ltd.

126,200

1,817,483

Yanlord Land Group Ltd.

564,000

749,502

TOTAL SINGAPORE

2,992,104

South Africa - 0.2%

Impala Platinum Holdings Ltd.

12,300

347,663

Spain - 6.6%

Banco Bilbao Vizcaya Argentaria SA sponsored ADR (d)

185,716

2,442,165

Banco Santander SA

77,889

999,496

Banco Santander SA sponsored ADR

185,200

2,372,412

Gestevision Telecinco SA

16,100

205,340

Iberdrola SA

268,746

2,266,117

Red Electrica Corporacion SA

8,800

441,975

Telefonica SA sponsored ADR (d)

32,800

2,661,392

TOTAL SPAIN

11,388,897

Sweden - 0.3%

Telefonaktiebolaget LM Ericsson (B Shares)

48,352

531,601

Switzerland - 4.6%

Lonza Group AG

2,189

191,581

Roche Holding AG (participation certificate)

23,649

3,471,611

Common Stocks - continued

Shares

Value

Switzerland - continued

Transocean Ltd. (a)

18,439

$ 1,168,295

Zurich Financial Services AG

13,038

3,190,790

TOTAL SWITZERLAND

8,022,277

Taiwan - 0.5%

AU Optronics Corp. (a)

315,000

314,442

Hon Hai Precision Industry Co. Ltd. (Foxconn)

136,752

518,322

TOTAL TAIWAN

832,764

Thailand - 0.4%

Siam Commercial Bank PCL (For. Reg.)

196,900

674,090

United Kingdom - 18.9%

Aberdeen Asset Management PLC

202,260

576,162

Aegis Group PLC

342,500

689,762

Anglo American PLC (United Kingdom)

46,717

2,176,569

AstraZeneca PLC sponsored ADR (d)

13,200

666,072

Aviva PLC

110,728

706,059

BAE Systems PLC

158,200

873,677

Barclays PLC

393,292

1,728,083

BP PLC sponsored ADR

86,000

3,511,380

British Airways PLC (a)

88,300

382,959

Centrica PLC

99,225

528,109

HSBC Holdings PLC:

(United Kingdom)

166,235

1,729,898

sponsored ADR

62,270

3,244,890

Imperial Tobacco Group PLC

24,643

789,241

International Power PLC

69,857

467,048

Man Group PLC

62,924

262,922

Misys PLC (a)

78,900

355,717

Prudential PLC

113,283

1,145,604

Rio Tinto PLC

19,102

1,240,525

Royal Dutch Shell PLC Class A sponsored ADR (d)

101,400

6,583,903

Vedanta Resources PLC

27,600

917,551

Vodafone Group PLC sponsored ADR

129,112

3,551,871

Wolseley PLC (a)

27,062

721,033

TOTAL UNITED KINGDOM

32,849,035

TOTAL COMMON STOCKS

(Cost $181,546,961)

170,416,382

Nonconvertible Preferred Stocks - 1.0%

Shares

Value

Germany - 0.1%

Volkswagen AG

1,600

$ 240,443

Italy - 0.9%

Fiat SpA (Risparmio Shares)

53,200

625,142

Telecom Italia SpA (Risparmio Shares)

727,800

892,776

TOTAL ITALY

1,517,918

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $1,798,557)

1,758,361

Money Market Funds - 9.6%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)

1,148,052

1,148,052

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

15,519,480

15,519,480

TOTAL MONEY MARKET FUNDS

(Cost $16,667,532)

16,667,532

TOTAL INVESTMENT PORTFOLIO - 108.6%

(Cost $200,013,050)

188,842,275

NET OTHER ASSETS (LIABILITIES) - (8.6)%

(14,918,317)

NET ASSETS - 100%

$ 173,923,958

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 2,268

Fidelity Securities Lending Cash Central Fund

157,549

Total

$ 159,817

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United Kingdom

$ 32,849,035

$ 26,298,866

$ 6,550,169

$ -

Japan

31,834,383

7,071,809

24,762,574

-

France

18,602,092

18,444,273

157,819

-

Germany

12,128,533

12,128,533

-

-

Spain

11,388,897

10,389,401

999,496

-

Switzerland

8,022,277

8,022,277

-

-

Hong Kong

7,232,003

6,348,898

883,105

-

Netherlands

6,710,002

5,298,472

1,411,530

-

Italy

5,246,446

3,919,195

1,327,251

-

Other

38,161,075

34,343,479

3,817,596

-

Money Market Funds

16,667,532

16,667,532

-

-

Total Investments in Securities:

$ 188,842,275

$ 148,932,735

$ 39,909,540

$ -

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $86,037,358 of which $17,089,067, $65,376,972 and $3,571,319 will expire on October 31, 2016, 2017 and 2018, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $15,206,694) - See accompanying schedule:

Unaffiliated issuers (cost $183,345,518)

$ 172,174,743

 

Fidelity Central Funds (cost $16,667,532)

16,667,532

 

Total Investments (cost $200,013,050)

 

$ 188,842,275

Foreign currency held at value (cost $5,461)

5,490

Receivable for investments sold

446,531

Receivable for fund shares sold

78,493

Dividends receivable

605,309

Distributions receivable from Fidelity Central Funds

4,290

Other receivables

29,877

Total assets

190,012,265

 

 

 

Liabilities

Payable for investments purchased

$ 163,146

Payable for fund shares redeemed

179,389

Accrued management fee

96,986

Distribution and service plan fees payable

4,718

Other affiliated payables

35,187

Other payables and accrued expenses

89,401

Collateral on securities loaned, at value

15,519,480

Total liabilities

16,088,307

 

 

 

Net Assets

$ 173,923,958

Net Assets consist of:

 

Paid in capital

$ 268,479,379

Undistributed net investment income

3,475,373

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(86,855,582)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(11,175,212)

Net Assets

$ 173,923,958

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($4,698,845 ÷ 571,797 shares)

$ 8.22

 

 

 

Maximum offering price per share (100/94.25 of $8.22)

$ 8.72

Class T:
Net Asset Value
and redemption price per share ($2,276,315 ÷ 277,544 shares)

$ 8.20

 

 

 

Maximum offering price per share (100/96.50 of $8.20)

$ 8.50

Class B:
Net Asset Value
and offering price per share ($1,216,282 ÷ 148,316 shares)A

$ 8.20

 

 

 

Class C:
Net Asset Value
and offering price per share ($2,123,283 ÷ 258,867 shares)A

$ 8.20

 

 

 

International Value:
Net Asset Value
, offering price and redemption price per share ($163,089,817 ÷ 19,827,024 shares)

$ 8.23

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($519,416 ÷ 63,004 shares)

$ 8.24

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 6,155,601

Interest

 

12

Income from Fidelity Central Funds

 

159,817

Income before foreign taxes withheld

 

6,315,430

Less foreign taxes withheld

 

(506,127)

Total income

 

5,809,303

 

 

 

Expenses

Management fee
Basic fee

$ 1,246,006

Performance adjustment

(64,274)

Transfer agent fees

456,496

Distribution and service plan fees

53,397

Accounting and security lending fees

86,012

Custodian fees and expenses

47,971

Independent trustees' compensation

1,006

Registration fees

80,881

Audit

66,813

Legal

923

Miscellaneous

2,258

Total expenses before reductions

1,977,489

Expense reductions

(28,245)

1,949,244

Net investment income (loss)

3,860,059

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(3,197,843)

Foreign currency transactions

(24,115)

Total net realized gain (loss)

 

(3,221,958)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $30,988)

12,416,559

Assets and liabilities in foreign currencies

1,278

Total change in net unrealized appreciation (depreciation)

 

12,417,837

Net gain (loss)

9,195,879

Net increase (decrease) in net assets resulting from operations

$ 13,055,938

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 3,860,059

$ 3,337,187

Net realized gain (loss)

(3,221,958)

(62,114,878)

Change in net unrealized appreciation (depreciation)

12,417,837

101,639,080

Net increase (decrease) in net assets resulting
from operations

13,055,938

42,861,389

Distributions to shareholders from net investment income

(3,135,757)

(3,076,516)

Distributions to shareholders from net realized gain

(123,529)

-

Total distributions

(3,259,286)

(3,076,516)

Share transactions - net increase (decrease)

(27,172,209)

(17,980,610)

Redemption fees

3,410

6,134

Total increase (decrease) in net assets

(17,372,147)

21,810,397

 

 

 

Net Assets

Beginning of period

191,296,105

169,485,708

End of period (including undistributed net investment income of $3,475,373 and undistributed net investment income of $2,751,072, respectively)

$ 173,923,958

$ 191,296,105

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009

2008

2007

2006 I

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.75

$ 5.93

$ 13.02

$ 10.60

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) E

  .15

  .12

  .21

  .18

  .06 H

Net realized and unrealized gain (loss)

  .44

  1.78

  (6.53)

  2.29

  .54

Total from investment operations

  .59

  1.90

  (6.32)

  2.47

  .60

Distributions from net investment income

  (.11)

  (.08)

  (.15)

  (.03)

  -

Distributions from net realized gain

  (.01)

  -

  (.62)

  (.02)

  -

Total distributions

  (.12)

  (.08)

  (.77)

  (.05)

  -

Redemption fees added to paid in capital E, K

  -

  -

  -

  -

  -

Net asset value, end of period

$ 8.22

$ 7.75

$ 5.93

$ 13.02

$ 10.60

Total Return B, C, D

  7.60%

  32.71%

  (51.50)%

  23.43%

  6.00%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  1.40%

  1.34%

  1.42%

  1.38%

  1.75%A

Expenses net of fee waivers, if any

  1.40%

  1.34%

  1.42%

  1.38%

  1.50% A

Expenses net of all reductions

  1.38%

  1.32%

  1.41%

  1.37%

  1.46% A

Net investment income (loss)

  1.93%

  1.86%

  2.05%

  1.49%

  1.29% A, H

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 4,699

$ 4,456

$ 2,854

$ 6,052

$ 1,537

Portfolio turnover rate G

  43%

  46%

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .63%.

I For the period May 18, 2006 (commencement of operations) to October 31, 2006.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,

2010

2009

2008

2007

2006 I

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.73

$ 5.91

$ 12.99

$ 10.59

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) E

  .13

  .10

  .18

  .15

  .05 H

Net realized and unrealized gain (loss)

  .44

  1.77

  (6.50)

  2.29

  .54

Total from investment operations

  .57

  1.87

  (6.32)

  2.44

  .59

Distributions from net investment income

  (.09)

  (.05)

  (.14)

  (.02)

  -

Distributions from net realized gain

  (.01)

  -

  (.62)

  (.02)

  -

Total distributions

  (.10)

  (.05)

  (.76)

  (.04)

  -

Redemption fees added to paid in capital E, K

  -

  -

  -

  -

  -

Net asset value, end of period

$ 8.20

$ 7.73

$ 5.91

$ 12.99

$ 10.59

Total Return B, C, D

  7.32%

  32.14%

  (51.60)%

  23.13%

  5.90%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  1.67%

  1.60%

  1.67%

  1.60%

  2.01% A

Expenses net of fee waivers, if any

  1.67%

  1.60%

  1.67%

  1.60%

  1.75% A

Expenses net of all reductions

  1.65%

  1.59%

  1.66%

  1.58%

  1.71% A

Net investment income (loss)

  1.65%

  1.59%

  1.80%

  1.27%

  1.04% A, H

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,276

$ 2,395

$ 2,087

$ 5,081

$ 1,789

Portfolio turnover rate G

  43%

  46%

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .38%.

I For the period May 18, 2006 (commencement of operations) to October 31, 2006.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009

2008

2007

2006 I

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.74

$ 5.88

$ 12.93

$ 10.56

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) E

  .09

  .07

  .13

  .09

  .02 H

Net realized and unrealized gain (loss)

  .44

  1.79

  (6.48)

  2.29

  .54

Total from investment operations

  .53

  1.86

  (6.35)

  2.38

  .56

Distributions from net investment income

  (.06)

  -

  (.08)

  -

  -

Distributions from net realized gain

  (.01)

  -

  (.62)

  (.01)

  -

Total distributions

  (.07)

  -

  (.70)

  (.01)

  -

Redemption fees added to paid in capital E, K

  -

  -

  -

  -

  -

Net asset value, end of period

$ 8.20

$ 7.74

$ 5.88

$ 12.93

$ 10.56

Total Return B, C, D

  6.82%

  31.63%

  (51.85)%

  22.59%

  5.60%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  2.15%

  2.08%

  2.18%

  2.10%

  2.50% A

Expenses net of fee waivers, if any

  2.15%

  2.08%

  2.18%

  2.10%

  2.25% A

Expenses net of all reductions

  2.13%

  2.07%

  2.17%

  2.08%

  2.21% A

Net investment income (loss)

  1.18%

  1.11%

  1.29%

  .77%

  .54% A, H

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 1,216

$ 1,076

$ 931

$ 2,651

$ 1,304

Portfolio turnover rate G

  43%

  46%

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been (.12)%.

I For the period May 18, 2006 (commencement of operations) to October 31, 2006.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,

2010

2009

2008

2007

2006 I

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.73

$ 5.88

$ 12.92

$ 10.56

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) E

  .09

  .07

  .13

  .09

  .02 H

Net realized and unrealized gain (loss)

  .44

  1.78

  (6.47)

  2.29

  .54

Total from investment operations

  .53

  1.85

  (6.34)

  2.38

  .56

Distributions from net investment income

  (.05)

  -

  (.08)

  -

  -

Distributions from net realized gain

  (.01)

  -

  (.62)

  (.02)

  -

Total distributions

  (.06)

  -

  (.70)

  (.02)

  -

Redemption fees added to paid in capital E, K

  -

  -

  -

  -

  -

Net asset value, end of period

$ 8.20

$ 7.73

$ 5.88

$ 12.92

$ 10.56

Total Return B, C, D

  6.84%

  31.46%

  (51.80)%

  22.56%

  5.60%

Ratios to Average Net Assets F, J

 

 

 

 

 

Expenses before reductions

  2.15%

  2.08%

  2.17%

  2.07%

  2.47% A

Expenses net of fee waivers, if any

  2.15%

  2.08%

  2.17%

  2.07%

  2.25% A

Expenses net of all reductions

  2.13%

  2.06%

  2.16%

  2.05%

  2.21% A

Net investment income (loss)

  1.18%

  1.12%

  1.30%

  .80%

  .54% A, H

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,123

$ 2,108

$ 1,784

$ 5,996

$ 2,183

Portfolio turnover rate G

  43%

  46%

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been (.12)%.

I For the period May 18, 2006 (commencement of operations) to October 31, 2006.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Value

Years ended October 31,

2010

2009

2008

2007

2006 H

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.75

$ 5.95

$ 13.06

$ 10.61

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) D

  .17

  .13

  .24

  .22

  .07 G

Net realized and unrealized gain (loss)

  .44

  1.78

  (6.54)

  2.29

  .54

Total from investment operations

  .61

  1.91

  (6.30)

  2.51

  .61

Distributions from net investment income

  (.13)

  (.11)

  (.19)

  (.04)

  -

Distributions from net realized gain

  (.01)

  -

  (.62)

  (.02)

  -

Total distributions

  (.13) K

  (.11)

  (.81)

  (.06)

  -

Redemption fees added to paid in capital D, J

  -

  -

  -

  -

  -

Net asset value, end of period

$ 8.23

$ 7.75

$ 5.95

$ 13.06

$ 10.61

Total Return B, C

  7.95%

  33.09%

  (51.34)%

  23.81%

  6.10%

Ratios to Average Net Assets E, I

 

 

 

 

 

Expenses before reductions

  1.09%

  1.07%

  1.10%

  1.03%

  1.50% A

Expenses net of fee waivers, if any

  1.09%

  1.07%

  1.10%

  1.03%

  1.25% A

Expenses net of all reductions

  1.08%

  1.06%

  1.09%

  1.02%

  1.21% A

Net investment income (loss)

  2.23%

  2.12%

  2.37%

  1.84%

  1.54% A, G

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 163,090

$ 180,447

$ 160,777

$ 381,148

$ 221,130

Portfolio turnover rate F

  43%

  46%

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .88%.

H For the period May 18, 2006 (commencement of operations) to October 31, 2006.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Total distributions of $.13 per share is comprised of distributions from net investment income of $.129 and distributions from net realized gain of $.005 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009

2008

2007

2006 H

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 7.76

$ 5.96

$ 13.07

$ 10.61

$ 10.00

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) D

  .18

  .14

  .25

  .22

  .07 G

Net realized and unrealized gain (loss)

  .44

  1.78

  (6.54)

  2.30

  .54

Total from investment operations

  .62

  1.92

  (6.29)

  2.52

  .61

Distributions from net investment income

  (.14)

  (.12)

  (.20)

  (.04)

  -

Distributions from net realized gain

  (.01)

  -

  (.62)

  (.02)

  -

Total distributions

  (.14) K

  (.12)

  (.82)

  (.06)

  -

Redemption fees added to paid in capital D, J

  -

  -

  -

  -

  -

Net asset value, end of period

$ 8.24

$ 7.76

$ 5.96

$ 13.07

$ 10.61

Total Return B, C

  8.05%

  33.06%

  (51.27)%

  23.91%

  6.10%

Ratios to Average Net Assets E, I

 

 

 

 

 

Expenses before reductions

  .98%

  .93%

  1.02%

  .98%

  1.38% A

Expenses net of fee waivers, if any

  .98%

  .93%

  1.02%

  .98%

  1.25% A

Expenses net of all reductions

  .97%

  .92%

  1.01%

  .96%

  1.21% A

Net investment income (loss)

  2.34%

  2.26%

  2.45%

  1.89%

  1.54% A, G

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 519

$ 814

$ 1,052

$ 3,965

$ 3,064

Portfolio turnover rate F

  43%

  46%

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .88%.

H For the period May 18, 2006 (commencement of operations) to October 31, 2006.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Total distributions of $.14 per share is comprised of distributions from net investment income of $.137 and distributions from net realized gain of $.005 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity International Value Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, International Value and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of October 31, 2010 is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in significant transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

Investments in open-end mutual funds ,including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, passive foreign investment companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 16,722,692

Gross unrealized depreciation

(29,377,939)

Net unrealized appreciation (depreciation)

$ (12,655,247)

 

 

Tax Cost

$ 201,497,522

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 4,141,622

Capital loss carryforward

$ (86,037,358)

Net unrealized appreciation (depreciation)

$ (12,628,725)

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 3,259,286

$ 3,076,516

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Fund and accounted for as an addition to paid in capital.

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $74,051,222 and $100,611,718, respectively.

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of International Value as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .67% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period,

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total Fees

Retained
by FDC

Class A

-%

.25%

$ 11,360

$ 408

Class T

.25%

.25%

10,692

17

Class B

.75%

.25%

11,371

8,530

Class C

.75%

.25%

19,974

2,825

 

 

 

$ 53,397

$ 11,780

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 2,989

Class T

944

Class B*

1,152

Class C*

496

 

$ 5,581

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 14,253

.31

Class T

7,114

.33

Class B

3,574

.31

Class C

6,249

.31

International Value

424,492

.26

Institutional Class

814

.15

 

$ 456,496

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $338 for the period.

6. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $702 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

7. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is

Annual Report

Notes to Financial Statements - continued

7. Security Lending - continued

determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $157,549. During the period, there were no securities loaned to FCM.

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $28,245 for the period.

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Class A

$ 64,929

$ 38,784

Class T

27,801

19,023

Class B

8,869

-

Class C

14,357

-

International Value

3,006,248

3,001,128

Institutional Class

13,553

17,581

Total

$ 3,135,757

$ 3,076,516

From net realized gain

 

 

Class A

$ 2,899

$ -

Class T

1,544

-

Class B

715

-

Class C

1,354

-

International Value

116,522

-

Institutional Class

495

-

Total

$ 123,529

$ -

Annual Report

10. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Class A

 

 

 

 

Shares sold

216,581

302,325

$ 1,676,019

$ 1,876,749

Reinvestment of distributions

7,621

6,730

61,732

35,265

Shares redeemed

(227,521)

(215,042)

(1,766,121)

(1,172,427)

Net increase (decrease)

(3,319)

94,013

$ (28,370)

$ 739,587

Class T

 

 

 

 

Shares sold

82,344

72,122

$ 635,080

$ 432,831

Reinvestment of distributions

3,507

2,980

28,408

15,614

Shares redeemed

(118,025)

(118,669)

(899,018)

(709,124)

Net increase (decrease)

(32,174)

(43,567)

$ (235,530)

$ (260,679)

Class B

 

 

 

 

Shares sold

44,963

51,221

$ 346,949

$ 307,508

Reinvestment of distributions

980

-

7,981

-

Shares redeemed

(36,625)

(70,451)

(286,374)

(387,465)

Net increase (decrease)

9,318

(19,230)

$ 68,556

$ (79,957)

Class C

 

 

 

 

Shares sold

56,757

108,573

$ 434,910

$ 666,628

Reinvestment of distributions

1,540

-

12,532

-

Shares redeemed

(72,014)

(139,651)

(560,469)

(850,584)

Net increase (decrease)

(13,717)

(31,078)

$ (113,027)

$ (183,956)

International Value

 

 

 

 

Shares sold

3,662,730

4,879,190

$ 28,403,948

$ 32,198,500

Reinvestment of distributions

369,795

550,070

2,987,943

2,876,866

Shares redeemed

(7,496,748)

(9,139,736)

(57,917,334)

(52,863,403)

Net increase (decrease)

(3,464,223)

(3,710,476)

$ (26,525,443)

$ (17,788,037)

Institutional Class

 

 

 

 

Shares sold

16,581

6,874

$ 128,469

$ 36,272

Reinvestment of distributions

185

572

1,498

2,992

Shares redeemed

(58,573)

(79,196)

(468,362)

(446,832)

Net increase (decrease)

(41,807)

(71,750)

$ (338,395)

$ (407,568)

Annual Report

Notes to Financial Statements - continued

11. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity International Value Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity International Value Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2010, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity International Value Fund as of October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 16, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Annual Report

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

Trustees and Officers - continued

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Advisor International Value Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Institutional Class

12/06/10

12/03/10

$0.194

$0.034

Institutional Class designates 73% of the dividends distributed in December during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Institutional Class

12/07/09

$0.145

$0.012

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Value Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured over multiple periods against (i) a broad-based securities market index, and (ii) a custom peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. Because the fund had been in existence less than five calendar years, the following charts considered by the Board show, over the one- and three-year periods ended December 31, 2009, the cumulative total returns of Institutional Class (Class I) and Class B of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a custom peer group of mutual funds defined by FMR based on categories assigned by Morningstar, Inc. The returns of Institutional Class (Class I) and Class B show the performance of the highest and lowest performing classes, respectively (based on three-year performance). The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated. The fund's custom peer group, defined by FMR, is a peer group that FMR believes provides a more meaningful performance comparison than the peer group assigned by Morningstar, Inc., which assigns mutual funds to categories based on their investment styles as measured by their underlying portfolio holdings.

Annual Report

Fidelity International Value Fund

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The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of Institutional Class (Class I) of the fund was in the second quartile for the one-year period and the third quartile for the three-year period. The Board also noted that the investment performance of Institutional Class (Class I) of the fund compared favorably to its benchmark for the one-year period, although the fund's three-year cumulative total return was lower than its benchmark. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month (or shorter) periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 15% means that 85% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Fidelity International Value Fund

elm1126

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, Institutional Class, and the retail class ranked below its competitive median for 2009 and the total expenses of Class T ranked above its competitive median for 2009. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors (U.K.) Ltd.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Northern Trust Company

Chicago, IL

AFIVI-UANN-1210
1.827488.104

elm807

Fidelity®
Series Emerging Markets
Fund

Fidelity Series Emerging Markets Fund
Class F

Annual Report

October 31, 2010

(2_fidelity_logos) (Registered_Trademark)

Contents

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the Financial Statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 for Fidelity Series Emerging Markets Fund or 1-800-835-5092 for Class F to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Life of
fund
A

  Fidelity® Series Emerging Markets Fund

27.32%

47.70%

  Class F B

27.59%

47.97%

A From December 9, 2008.

B The initial offering of Class F shares took place on June 26, 2009. Returns prior to June 26, 2009 are those of Fidelity Series Emerging Markets Fund, the original class of the fund.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity® Series Emerging Markets Fund, a class of the fund, on December 9, 2008, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI® Emerging Markets (EM) Index performed over the same period.

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Annual Report

Management's Discussion of Fund Performance

Market Recap: The return-to-risk theme was evident within emerging markets during the 12 months ending October 31, 2010. The combination of strong economic growth and superior fiscal conditions bolstered the performance of emerging-markets stocks, as they finished the period well ahead of most foreign developed-country stock indexes. Several smaller country constituents provided a big boost to the index, while most of its biggest components, though strong, still lagged. The falling value of the U.S. dollar relative to most emerging-markets currencies also provided a meaningful contribution. Rising commodity prices supported returns in commodity-producing regions, such as Latin America, which also benefited from the announced integration of the Chile, Colombia and Peru stock exchanges, scheduled for November. For the 12 months ending October 31, 2010, the MSCI® Emerging Markets Index climbed 23.89%. Among emerging-markets countries, major index components South Korea, Taiwan, Brazil and China gained roughly 25%, 21%, 15% and 9%, respectively. India, also a large constituent, solidly beat the index, returning about 35%. Other strong-performing countries included Thailand (62%), Turkey (55%), Indonesia (52%), Malaysia (36%), Mexico (34%) and South Africa (33%).

Comments from Timothy Gannon, James Hayes, Jessamyn Larrabee, Carolina Pierry and Sam Polyak, Co-Portfolio Managers of Fidelity® Series Emerging Markets Fund: For the year, the fund's Series Emerging Markets and Class F shares gained 27.32% and 27.59%, respectively, solidly outperforming the MSCI index. Performance was driven by strong overall security selection, most notably in information technology, materials, energy and financials. Market selection also was beneficial, but to a much lesser extent. On a country basis, the biggest contributions came from our holdings in China, Russia, Brazil, India and Hong Kong. Notable detractors included security selection in Mexico and, from a sector standpoint, utilities and health care. In terms of individual holdings, the largest contributors were three out-of-index holdings: Bank of Baroda, a public sector lender in India; Baidu, China's leading Internet search engine; and Canadian mining and exploration firm Uranium One. The fund also benefited from not owning poor-performing China Life Insurance, a Beijing-based provider of a variety of insurance products and a sizable index component. The largest individual detractor was an overweighted stake in KB Financial Group, South Korea's largest financial holding company. Not owning automobile manufacturer and benchmark constituent Hyundai Motor also hurt, as did underweighting the U.S.-listed shares of Israeli drug firm Teva Pharmaceutical Industries. Teva was not held at period end.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

Annual Report

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to
October 31, 2010

Series Emerging Markets

1.16%

 

 

 

Actual

 

$ 1,000.00

$ 1,121.40

$ 6.20

HypotheticalA

 

$ 1,000.00

$ 1,019.36

$ 5.90

Class F

.93%

 

 

 

Actual

 

$ 1,000.00

$ 1,122.30

$ 4.97

HypotheticalA

 

$ 1,000.00

$ 1,020.52

$ 4.74

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

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Brazil 16.2%

 

elm709

Korea (South) 10.6%

 

elm711

India 9.5%

 

elm713

Russia 8.4%

 

elm715

China 7.9%

 

elm717

Taiwan 7.2%

 

elm719

South Africa 6.1%

 

elm721

Hong Kong 4.6%

 

elm723

Mexico 3.9%

 

elm725

Other 25.6%

 

elm1152

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

elm707

Brazil 16.3%

 

elm709

Korea (South) 13.6%

 

elm711

China 9.0%

 

elm713

India 8.8%

 

elm715

Russia 8.4%

 

elm717

Taiwan 6.1%

 

elm719

South Africa 5.7%

 

elm721

Hong Kong 4.9%

 

elm723

Mexico 4.4%

 

elm725

Other 22.8%

 

elm1164

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

98.9

98.7

Short-Term Investments and Net Other Assets

1.1

1.3

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

China Construction Bank Corp. (H Shares) (China, Commercial Banks)

2.2

1.8

America Movil SAB de CV Series L sponsored ADR (Mexico, Wireless Telecommunication Services)

2.0

1.9

Samsung Electronics Co. Ltd. (Korea (South), Semiconductors & Semiconductor Equipment)

2.0

2.7

Industrial & Commercial Bank of China Ltd. (H Shares) (China, Commercial Banks)

1.9

1.8

Petroleo Brasileiro SA - Petrobras (ON) sponsored ADR (Brazil, Oil, Gas & Consumable Fuels)

1.8

2.0

Uranium One, Inc. (Canada, Oil, Gas & Consumable Fuels)

1.7

0.0

Sberbank (Savings Bank of the Russian Federation) GDR (Russia, Commercial Banks)

1.7

1.0

CNOOC Ltd. sponsored ADR (Hong Kong, Oil, Gas & Consumable Fuels)

1.7

1.3

Taiwan Semiconductor Manufacturing Co. Ltd. (Taiwan, Semiconductors & Semiconductor Equipment)

1.6

1.2

China Mobile (Hong Kong) Ltd. sponsored ADR (Hong Kong, Wireless Telecommunication Services)

1.4

1.4

 

18.0

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

25.0

23.3

Energy

15.2

14.0

Materials

13.2

15.3

Information Technology

12.1

13.8

Industrials

8.4

7.3

Telecommunication Services

7.4

7.9

Consumer Discretionary

7.0

5.7

Consumer Staples

6.3

5.4

Utilities

3.6

3.6

Health Care

0.7

2.4

Annual Report

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 98.9%

Shares

Value

Argentina - 0.6%

Banco Macro SA sponsored ADR

266,000

$ 13,260,100

BBVA Banco Frances SA sponsored ADR (d)

446,974

5,386,037

TOTAL ARGENTINA

18,646,137

Bahamas (Nassau) - 0.2%

Petrominerales Ltd.

259,300

6,643,307

Bailiwick of Guernsey - 0.2%

Chariot Oil & Gas Ltd. (a)

2,132,900

6,808,822

Bailiwick of Jersey - 0.2%

Heritage Oil PLC

786,900

4,343,221

Bermuda - 0.6%

GP Investments, Ltd. unit (a)

1,489,353

6,303,399

Trinity Ltd.

11,310,000

11,308,176

TOTAL BERMUDA

17,611,575

Brazil - 16.2%

AES Tiete SA (PN) (non-vtg.)

528,300

7,282,292

Anhanguera Educacional Participacoes SA unit

404,530

8,013,556

Banco do Brasil SA

2,045,857

39,805,941

Banco do Estado do Rio Grande do Sul SA

2,368,400

26,020,101

BM&F Bovespa SA

1,411,300

11,821,670

BR Properties SA

717,400

6,915,918

Brasil Insurance Participacoes e Administracao SA (a)

5,000

3,967,787

Centrais Eletricas Brasileiras SA (Electrobras) (PN-B)

621,200

10,038,084

Cia Hering SA

173,700

8,551,243

Companhia Brasileira de Distribuicao Grupo Pao de Acucar sponsored ADR (d)

183,600

7,272,396

Companhia Paranaense de Energia-Copel (PN-B) sponsored ADR (d)

327,600

7,610,148

Companhia Siderurgica Nacional SA (CSN) sponsored ADR (d)

563,800

9,516,944

Cosan SA Industria e Comercio

879,700

13,884,285

Ecorodovias Infraestrutura e Logistica SA (a)

1,396,000

10,585,704

Gafisa SA sponsored ADR

702,900

11,801,691

Iguatemi Empresa de Shopping Centers SA

688,900

16,076,493

Itau Unibanco Banco Multiplo SA:

ADR

1,245,760

30,595,866

ADR (a)(e)

267,800

6,577,168

Localiza Rent A Car SA

679,000

11,235,510

Lojas Renner SA

317,000

12,521,984

Mills Estruturas e Servicos de Engenharia SA (a)

969,000

11,693,846

Multiplus SA

536,000

9,105,573

Common Stocks - continued

Shares

Value

Brazil - continued

Natura Cosmeticos SA

552,000

$ 15,802,022

OGX Petroleo e Gas Participacoes SA (a)

1,877,700

24,635,707

PDG Realty SA Empreendimentos e Participacoes

1,201,900

15,027,283

Petroleo Brasileiro SA - Petrobras:

(ON) sponsored ADR

1,550,200

52,892,824

(PN) sponsored ADR (non-vtg.)

560,000

17,466,400

Tele Norte Leste Participacoes SA sponsored ADR (non-vtg.) (d)

565,900

8,680,906

TIM Participacoes SA

2,808,100

9,194,167

TIM Participacoes SA sponsored ADR (non-vtg.)

146,600

4,729,316

Vale SA (PN-A) sponsored ADR

1,311,900

37,690,887

TOTAL BRAZIL

467,013,712

Canada - 3.3%

Africa Oil Corp. (a)

1,770,100

3,523,191

First Quantum Minerals Ltd.

180,000

15,762,134

IAMGOLD Corp.

502,000

9,159,937

Pacific Rubiales Energy Corp. (a)

243,900

7,774,477

Uranium One, Inc. (a)

12,157,700

49,708,412

Yamana Gold, Inc.

790,000

8,690,852

TOTAL CANADA

94,619,003

Cayman Islands - 3.4%

Alibaba.com Ltd. (a)(d)

4,243,500

8,288,546

China Shanshui Cement Group Ltd.

33,552,000

23,893,829

CNinsure, Inc. ADR (d)

280,350

7,204,995

Enn Energy Holdings Ltd.

3,622,000

10,887,612

Eurasia Drilling Co. Ltd. GDR (Reg. S)

502,600

12,816,300

Hengdeli Holdings Ltd.

13,064,000

7,247,244

Mongolian Mining Corp.

4,216,000

4,563,424

Shenguan Holdings Group Ltd.

9,926,000

12,933,733

Trina Solar Ltd. ADR (a)(d)

273,400

7,316,184

Trony Solar Holdings Co. Ltd.

6,578,000

4,115,891

TOTAL CAYMAN ISLANDS

99,267,758

Chile - 0.5%

Enersis SA

29,209,724

13,345,768

China - 7.9%

Baidu.com, Inc. sponsored ADR (a)

105,200

11,573,052

China Construction Bank Corp. (H Shares)

66,196,000

63,110,912

Digital China Holdings Ltd. (H Shares)

3,368,000

6,083,148

Golden Eagle Retail Group Ltd. (H Shares)

4,341,000

11,536,797

Common Stocks - continued

Shares

Value

China - continued

Harbin Power Equipment Co. Ltd. (H Shares)

7,184,000

$ 9,675,983

Industrial & Commercial Bank of China Ltd. (H Shares)

67,872,000

54,639,094

Maanshan Iron & Steel Co. Ltd. (H Shares)

8,812,000

5,047,609

Minth Group Ltd.

4,928,000

9,218,642

Ping An Insurance Group Co. China Ltd. (H Shares)

2,945,000

31,705,886

Tencent Holdings Ltd.

375,000

8,587,325

Weichai Power Co. Ltd. (H Shares)

1,286,000

16,889,508

TOTAL CHINA

228,067,956

Colombia - 0.4%

Ecopetrol SA ADR (d)

268,400

12,813,416

Egypt - 0.6%

Commercial International Bank Ltd.

2,191,900

16,511,130

Hong Kong - 4.6%

Cathay Pacific Airways Ltd.

3,297,000

8,868,563

China Agri-Industries Holding Ltd.

10,650,000

15,498,403

China Mobile (Hong Kong) Ltd.

49,500

505,510

China Mobile (Hong Kong) Ltd. sponsored ADR (d)

793,800

40,777,506

CNOOC Ltd. sponsored ADR (d)

231,200

48,302,304

Lenovo Group Ltd.

12,000,000

7,771,650

Shanghai Industrial Holdings Ltd.

2,146,000

9,883,851

TOTAL HONG KONG

131,607,787

Hungary - 0.4%

MOL Hungarian Oil and Gas PLC Series A (For. Reg.) (a)

115,300

12,255,276

India - 9.5%

Adani Power Ltd. (a)

3,742,234

10,886,883

Bank of Baroda

699,306

16,592,028

Bank of India

847,054

9,298,006

Dabur India Ltd.

4,230,641

9,520,732

Future Mall Management Ltd.

32,095

0

Grasim Industries Ltd.

414,821

21,810,212

Housing Development and Infrastructure Ltd. (a)

1,103,396

6,161,095

Idea Cellular Ltd. (a)

3,805,512

5,790,903

Indiabulls Real Estate Ltd. (a)

2,684,165

11,590,506

Infosys Technologies Ltd. sponsored ADR

469,400

31,656,336

Jain Irrigation Systems Ltd.

1,955,845

10,237,023

JK Cement Ltd.

1,063,196

4,166,433

Larsen & Toubro Ltd.

376,406

17,219,991

Pantaloon Retail India Ltd.

697,802

7,695,951

Power Finance Corp. Ltd.

705,191

5,727,440

Reliance Industries Ltd.

1,286,666

31,821,943

Common Stocks - continued

Shares

Value

India - continued

State Bank of India

147,895

$ 10,512,307

Tata Consultancy Services Ltd.

759,551

18,042,442

Ultratech Cement Ltd.

715,367

17,751,431

Union Bank of India

1,054,947

9,056,780

Unitech Ltd.

8,442,806

16,533,233

TOTAL INDIA

272,071,675

Indonesia - 3.3%

PT Bakrieland Development Tbk

499,483,000

8,830,012

PT Bank Central Asia Tbk

6,564,000

5,141,030

PT Bank Rakyat Indonesia Tbk

16,759,500

21,377,131

PT Bank Tabungan Negara Tbk

34,049,500

7,581,364

PT Gudang Garam Tbk

2,222,500

11,861,611

PT Indofood Sukses Makmur Tbk

23,111,500

13,446,677

PT Indosat Tbk

13,580,500

9,116,970

PT Perusahaan Gas Negara Tbk Series B

23,378,500

10,593,883

PT Tower Bersama Infrastructure Tbk

29,435,000

8,398,229

TOTAL INDONESIA

96,346,907

Kazakhstan - 0.3%

JSC Halyk Bank of Kazakhstan unit (a)

779,580

7,250,094

Korea (South) - 10.6%

Doosan Heavy Industries & Construction Co. Ltd.

158,188

12,463,721

Hana Financial Group, Inc.

197,830

5,620,869

Hyundai Mipo Dockyard Co. Ltd.

85,125

14,231,657

Hyundai Mobis

106,662

26,558,787

KB Financial Group, Inc.

649,270

28,928,092

Kia Motors Corp.

493,650

19,710,878

Korea Electric Power Corp. (a)

417,740

11,002,423

LG Display Co. Ltd.

375,680

12,890,832

LG Innotek Co. Ltd.

69,122

8,021,716

NCsoft Corp.

41,141

9,055,043

Orion Corp.

37,306

12,507,212

POSCO

20,055

8,282,780

S-Oil Corp.

141,881

8,756,372

Samsung C&T Corp.

297,280

17,448,179

Samsung Electronics Co. Ltd.

85,103

56,382,148

Samsung Engineering Co. Ltd.

103,867

16,579,923

Shinhan Financial Group Co. Ltd. sponsored ADR (d)

383,100

29,793,687

Tong Yang Life Insurance Co. Ltd.

784,310

8,299,945

TOTAL KOREA (SOUTH)

306,534,264

Common Stocks - continued

Shares

Value

Luxembourg - 0.3%

Millicom International Cellular SA

105,500

$ 9,980,300

Malaysia - 0.6%

Axiata Group Bhd (a)

12,148,700

17,533,804

Mexico - 3.9%

America Movil SAB de CV Series L sponsored ADR

998,400

57,168,384

Corporacion Geo SAB de CV Series B (a)

2,668,600

8,467,870

Empresas ICA Sociedad Controladora SAB de CV sponsored ADR (a)(d)

813,500

8,574,290

Gruma SAB de CV Series B (a)

4,243,400

8,335,281

Grupo Modelo SAB de CV Series C

2,362,700

13,230,584

Grupo Televisa SA de CV (CPO) sponsored ADR

751,100

16,862,195

TOTAL MEXICO

112,638,604

Nigeria - 0.6%

Guaranty Trust Bank PLC GDR (Reg. S)

2,307,523

16,752,617

Philippines - 0.6%

Metropolitan Bank & Trust Co.

4,379,000

7,997,544

Philippine Long Distance Telephone Co. sponsored ADR

137,100

8,518,023

TOTAL PHILIPPINES

16,515,567

Poland - 0.6%

Eurocash SA

983,409

9,038,717

Polska Grupa Energetyczna SA

1,045,900

8,035,365

TOTAL POLAND

17,074,082

Russia - 8.4%

Bank St. Petersburg OJSC (a)

754,614

3,601,872

Interregional Distribution Grid Companies Holding JSC (a)

42,091,800

7,293,027

LSR Group OJSC unit (a)(e)

34,400

292,400

Lukoil Oil Co. sponsored:

ADR

449,500

25,104,575

ADR (United Kingdom)

41,600

2,321,280

Magnit OJSC GDR (Reg. S)

657,600

17,584,224

Magnitogorsk Iron & Steel Works OJSC unit (a)

2,266,100

28,326,250

OAO Gazprom sponsored ADR

1,208,100

26,396,985

OAO NOVATEK GDR

284,100

27,174,165

OJSC MMC Norilsk Nickel ADR

1,586,512

29,588,449

Sberbank (Savings Bank of the Russian Federation)

1,330,000

4,370,767

Sberbank (Savings Bank of the Russian Federation) GDR

130,000

48,839,895

Uralkali JSC GDR (Reg. S)

886,600

21,943,350

TOTAL RUSSIA

242,837,239

Common Stocks - continued

Shares

Value

Singapore - 0.4%

Yangzijiang Shipbuilding Holdings Ltd.

7,120,000

$ 10,286,950

South Africa - 6.1%

African Bank Investments Ltd.

1,652,200

8,476,752

AngloGold Ashanti Ltd.

532,800

24,988,359

Aspen Pharmacare Holdings Ltd.

956,100

12,761,558

Aveng Ltd.

2,074,200

13,028,430

Barloworld Ltd.

692,600

5,190,755

Blue Label Telecoms Ltd.

12,280,200

12,621,957

Clicks Group Ltd.

1,345,239

8,776,158

Gold Fields Ltd. sponsored ADR

1,057,700

16,679,929

Impala Platinum Holdings Ltd.

527,900

14,921,264

Mr. Price Group Ltd.

1,006,900

9,150,435

MTN Group Ltd.

700,000

12,590,917

Shoprite Holdings Ltd.

1,247,400

17,632,643

Standard Bank Group Ltd.

1,256,131

18,523,541

TOTAL SOUTH AFRICA

175,342,698

Sweden - 0.3%

Lundin Petroleum AB (a)

813,400

7,693,798

Taiwan - 7.2%

Acer, Inc.

3,853,755

11,194,211

Asia Cement Corp.

12,258,000

12,636,494

Chroma ATE, Inc.

2,668,089

6,869,643

Delta Electronics, Inc.

3,377,000

13,958,193

Hon Hai Precision Industry Co. Ltd. (Foxconn)

3,989,584

15,121,443

HTC Corp.

906,000

20,455,677

Pegatron Corp. (a)

5,918,000

8,015,066

Synnex Technology International Corp.

4,189,739

10,253,601

Taiwan Fertilizer Co. Ltd.

7,273,000

24,833,475

Taiwan Mobile Co. Ltd.

5,238,000

11,655,213

Taiwan Semiconductor Manufacturing Co. Ltd.

3,618,284

7,447,954

Taiwan Semiconductor Manufacturing Co. Ltd. sponsored ADR

3,567,351

38,919,799

Unimicron Technology Corp.

4,501,000

7,662,215

Wintek Corp. (a)

7,023,000

11,840,771

WPG Holding Co. Ltd.

3,697,000

6,873,364

TOTAL TAIWAN

207,737,119

Thailand - 1.5%

Advanced Info Service PCL (For. Reg.)

4,001,200

12,027,655

Banpu PCL unit

496,300

12,830,201

Common Stocks - continued

Shares

Value

Thailand - continued

BEC World PCL (For. Reg.)

6,822,900

$ 7,577,202

Siam Commercial Bank PCL (For. Reg.)

2,737,500

9,371,869

TOTAL THAILAND

41,806,927

Turkey - 2.3%

Koc Holding AS

1,836,000

8,768,458

TAV Havalimanlari Holding AS (a)

886,000

4,632,922

Turkiye Garanti Bankasi AS

2,695,000

16,534,895

Turkiye Is Bankasi AS Series C

3,682,000

16,557,833

Turkiye Vakiflar Bankasi TAO

6,250,000

20,218,922

TOTAL TURKEY

66,713,030

United Kingdom - 2.1%

Afren PLC (a)

3,766,100

7,813,845

Aurelian Oil & Gas PLC (a)

4,665,100

4,559,256

Faroe Petroleum PLC (a)

923,600

2,885,504

Hikma Pharmaceuticals PLC

811,909

10,224,288

International Personal Finance PLC

809,469

4,033,330

Kazakhmys PLC

950,100

20,032,188

Premier Oil PLC (a)

430,127

11,584,241

TOTAL UNITED KINGDOM

61,132,652

United States of America - 1.2%

Central European Distribution Corp. (a)

311,300

7,773,161

Freeport-McMoRan Copper & Gold, Inc.

171,600

16,247,088

Gran Tierra Energy, Inc. (a)

1,249,800

9,313,148

TOTAL UNITED STATES OF AMERICA

33,333,397

TOTAL COMMON STOCKS

(Cost $2,257,075,717)

2,849,136,592

Money Market Funds - 2.4%

Shares

Value

Fidelity Cash Central Fund, 0.23% (b)

3,933,962

$ 3,933,962

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

64,167,480

64,167,480

TOTAL MONEY MARKET FUNDS

(Cost $68,101,442)

68,101,442

TOTAL INVESTMENT PORTFOLIO - 101.3%

(Cost $2,325,177,159)

2,917,238,034

NET OTHER ASSETS (LIABILITIES) - (1.3)%

(37,828,871)

NET ASSETS - 100%

$ 2,879,409,163

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $6,869,568 or 0.2% of net assets.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 60,467

Fidelity Securities Lending Cash Central Fund

234,446

Total

$ 294,913

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Brazil

$ 467,013,712

$ 463,045,925

$ 3,967,787

$ -

Korea (South)

306,534,264

245,430,137

61,104,127

-

India

272,071,675

216,916,704

55,154,971

-

Russia

242,837,239

242,837,239

-

-

China

228,067,956

228,067,956

-

-

Taiwan

207,737,119

200,289,165

7,447,954

-

South Africa

175,342,698

150,354,339

24,988,359

-

Hong Kong

131,607,787

131,102,277

505,510

-

Mexico

112,638,604

112,638,604

-

-

Other

705,285,538

705,285,538

-

-

Money Market Funds

68,101,442

68,101,442

-

-

Total Investments in Securities:

$ 2,917,238,034

$ 2,764,069,326

$ 153,168,708

$ -

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $62,871,564) - See accompanying schedule:

Unaffiliated issuers (cost $2,257,075,717)

$ 2,849,136,592

 

Fidelity Central Funds (cost $68,101,442)

68,101,442

 

Total Investments (cost $2,325,177,159)

 

$ 2,917,238,034

Cash

1,081,897

Foreign currency held at value (cost $19,170,916)

19,185,296

Receivable for investments sold

22,330,350

Receivable for fund shares sold

4,677,455

Dividends receivable

2,093,489

Distributions receivable from Fidelity Central Funds

34,346

Other receivables

1,382,961

Total assets

2,968,023,828

 

 

 

Liabilities

Payable for investments purchased

$ 17,787,682

Accrued management fee

1,895,835

Other affiliated payables

516,962

Other payables and accrued expenses

4,246,706

Collateral on securities loaned, at value

64,167,480

Total liabilities

88,614,665

 

 

 

Net Assets

$ 2,879,409,163

Net Assets consist of:

 

Paid in capital

$ 2,189,255,903

Undistributed net investment income

16,171,630

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

85,834,863

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

588,146,767

Net Assets

$ 2,879,409,163

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Series Emerging Markets:
Net Asset Value
, offering price and redemption price per share ($2,425,249,455 ÷ 128,661,622 shares)

$ 18.85

 

 

 

Class F:
Net Asset Value
, offering price and redemption price per share ($454,159,708 ÷ 24,027,329 shares)

$ 18.90

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 38,267,474

Interest

 

3,027

Income from Fidelity Central Funds

 

294,913

Income before foreign taxes withheld

 

38,565,414

Less foreign taxes withheld

 

(3,655,892)

Total income

 

34,909,522

 

 

 

Expenses

Management fee

$ 14,202,930

Transfer agent fees

3,680,834

Accounting and security lending fees

789,972

Custodian fees and expenses

1,144,760

Independent trustees' compensation

9,026

Registration fees

22,500

Audit

73,116

Legal

5,740

Interest

276

Miscellaneous

16,676

Total expenses before reductions

19,945,830

Expense reductions

(1,207,938)

18,737,892

Net investment income (loss)

16,171,630

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $3,058,628)

100,386,308

Foreign currency transactions

(6,920,133)

Capital gain distribution from Fidelity Central Funds

1,204

Total net realized gain (loss)

 

93,467,379

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $1,676,014)

386,211,893

Assets and liabilities in foreign currencies

(972)

Total change in net unrealized appreciation (depreciation)

 

386,210,921

Net gain (loss)

479,678,300

Net increase (decrease) in net assets resulting from operations

$ 495,849,930

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

For the period
December 9, 2008 (commencement of operations) to
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 16,171,630

$ 5,227,666

Net realized gain (loss)

93,467,379

85,493,953

Change in net unrealized appreciation (depreciation)

386,210,921

201,935,846

Net increase (decrease) in net assets resulting
from operations

495,849,930

292,657,465

Distributions to shareholders from net investment income

(4,970,807)

(87,500)

Distributions to shareholders from net realized gain

(92,304,978)

-

Total distributions

(97,275,785)

(87,500)

Share transactions - net increase (decrease)

1,562,703,553

625,561,500

Total increase (decrease) in net assets

1,961,277,698

918,131,465

 

 

 

Net Assets

Beginning of period

918,131,465

-

End of period (including undistributed net investment income of $16,171,630 and undistributed net investment income of $5,088,289, respectively)

$ 2,879,409,163

$ 918,131,465

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Series Emerging Markets

Years ended October 31,

2010

2009 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 16.38

$ 10.00

Income from Investment Operations

 

 

Net investment income (loss) D

  .15

  .15

Net realized and unrealized gain (loss)

  4.03

  6.27

Total from investment operations

  4.18

  6.42

Distributions from net investment income

  (.09)

  (.04)

Distributions from net realized gain

  (1.62)

  -

Total distributions

  (1.71)

  (.04)

Net asset value, end of period

$ 18.85

$ 16.38

Total Return B, C

  27.32%

  64.35%

Ratios to Average Net Assets E, H

 

Expenses before reductions

  1.15%

  1.21% A

Expenses net of fee waivers, if any

  1.15%

  1.21% A

Expenses net of all reductions

  1.08%

  1.09% A

Net investment income (loss)

  .89%

  1.15% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 2,425,249

$ 910,106

Portfolio turnover rate F

  92%

  109% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period December 9, 2008 (commencement of operations) to October 31, 2009.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class F

Years ended October 31,

2010

2009 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 16.40

$ 13.91

Income from Investment Operations

 

 

Net investment income (loss) D

  .19

  .02

Net realized and unrealized gain (loss)

  4.03

  2.47

Total from investment operations

  4.22

  2.49

Distributions from net investment income

  (.10)

  -

Distributions from net realized gain

  (1.62)

  -

Total distributions

  (1.72)

  -

Net asset value, end of period

$ 18.90

$ 16.40

Total Return B, C

  27.59%

  17.90%

Ratios to Average Net Assets E, H

 

Expenses before reductions

  .92%

  .93% A

Expenses net of fee waivers, if any

  .92%

  .93% A

Expenses net of all reductions

  .85%

  .82% A

Net investment income (loss)

  1.13%

  .28% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 454,160

$ 8,025

Portfolio turnover rate F

  92%

  109% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Series Emerging Markets Fund (the Fund) is a fund of the Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. Shares of the Fund are only available for purchase by mutual funds for which Fidelity Management & Research Company (FMR) or an affiliate serves as an investment manager. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The fund offers Series Emerging Markets and Class F shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level as of October 31, 2010 is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

Investments in open-end mutual funds, including Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investment and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distribution or capital gain distributions. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fund is subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fund records an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to the short-term gain distributions from the Fidelity Central Funds, foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC)and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 594,508,959

Gross unrealized depreciation

(26,210,806)

Net unrealized appreciation (depreciation)

$ 568,298,153

 

 

Tax Cost

$ 2,348,939,881

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 64,616,871

Undistributed long-term capital gain

$ 61,152,344

Net unrealized appreciation (depreciation)

$ 568,303,680

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 97,275,785

$ 87,500

4. Operating Policies.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities , other than short-term securities, aggregated $3,038,675,469 and $1,590,534,958, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .55% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .80% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

that vary according to the account size and type of account of the shareholders of each class, except for Class F. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Series Emerging Markets

$ 3,680,834

.23

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $1,620 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average
Interest Rate

Interest
Expense

Borrower

$ 8,515,000

.39%

$ 276

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $6,224 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

Annual Report

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $234,446. During the period, there were no securities loaned to FCM.

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $1,207,938 for the period.

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009 A

From net investment income

 

 

Series Emerging Markets

$ 4,872,057

$ 87,500

Class F

98,750

-

Total

$ 4,970,807

$ 87,500

From net realized gain

 

 

Series Emerging Markets

$ 90,721,075

$ -

Class F

1,583,903

-

Total

$ 92,304,978

$ -

A Distributions for Series Emerging Markets are for the period December 9, 2008 (commencement of operations) to October 31, 2009.

Annual Report

Notes to Financial Statements - continued

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009 A, B

2010

2009 A, B

Series Emerging Markets

 

 

 

 

Shares sold

79,991,131

56,936,886

$ 1,291,962,481

$ 638,934,301

Reinvestment of distributions

5,955,958

8,373

95,593,132

87,500

Shares redeemed

(12,830,835)

(1,399,891)

(212,836,681)

(21,868,415)

Net increase (decrease)

73,116,254

55,545,368

$ 1,174,718,932

$ 617,153,386

Class F

 

 

 

 

Shares sold

23,518,400

493,687

$ 387,691,188

$ 8,485,905

Reinvestment of distributions

104,773

-

1,682,653

-

Shares redeemed

(85,069)

(4,462)

(1,389,220)

(77,791)

Net increase (decrease)

23,538,104

489,225

$ 387,984,621

$ 8,408,114

A Share transactions for Series Emerging Markets are for the period December 9, 2008 (commencement of operations) to October 31, 2009.

B Share transactions for Class F are for the period June 26, 2009 (commencement of sale of shares) to October 31, 2009.

12. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, mutual funds managed by FMR or an FMR affiliate were the owners of record of all the outstanding shares of the Fund.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity Series Emerging Markets Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Series Emerging Markets Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets and the financial highlights for each of the periods presented. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2010, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Series Emerging Markets Fund as of October 31, 2010, the results of its operations for the year then ended, the changes in its net assets and the financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 16, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, the of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Annual Report

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

Trustees and Officers - continued

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544 for Fidelity Series Emerging Markets Fund or 1-800-835-5092 for Class F.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

Annual Report

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-
present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Annual Report

Trustees and Officers - continued

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Thomas C. Hense (46)

 

Year of Election or Appointment: 2008 or 2010

Vice President of Fidelity's High Income (2008), Small Cap (2008), and Value (2010) Funds. Previously, Mr. Hense served as a portfolio manager for Fidelity's Institutional Money Management Group (Pyramis) (2003-2008).

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Series Emerging Markets Fund voted to pay shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Series Emerging Markets Fund

12/13/10

12/10/10

$.098

$.678

Class F

12/13/10

12/10/10

$.13

$.678

The fund hereby designates as a capital gain dividend with respect to the taxable year ended October 31, 2010, $61,152,344, or, if subsequently determined to be different, the net capital gain of such year.

The fund designates 8% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for the purpose of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Series Emerging Markets Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for the retail class, as well as the fund's relative investment performance for the retail class measured against a broad-based securities market index. The Board noted that FMR does not believe that a meaningful peer group exists against which to compare the fund's performance. Because the fund had been in existence less than three calendar years, the following chart considered by the Board shows, for the one-year period ended December 31, 2009, the total return of the retail class of the fund and the total return of a broad-based securities market index ("benchmark"). (Class F of the fund had less than one year of performance as of December 31, 2009.)

Annual Report

Fidelity Series Emerging Markets Fund

elm1166

The Board noted that the investment performance of the fund was lower than its benchmark for the period shown. The Board also reviewed the fund's performance since inception as well as performance in the current year. The Board noted that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month (or shorter) periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 13% means that 87% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Fidelity Series Emerging Markets Fund

elm1168

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Annual Report

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each class ranked below its competitive median for the period.

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board also considered that although the fund is offered only to other funds advised by FMR or an affiliate, it continues to incur management expenses. The Board further noted that the fund may continue to realize benefits from the group fee structure, even though assets may not be expected to grow significantly at the fund level. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

Annual Report

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research (U.K.) Inc.

Fidelity Research & Analysis Company

Fidelity Management & Research (Hong Kong) Limited

Fidelity Management & Research (Japan) Inc.

FIL Investment Advisors

FIL Investment Advisors (U.K.) Ltd.

FIL Investments (Japan) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Northern Trust Company

Chicago, IL

ILF-ANN-1210
1.873103.101

elm762

Fidelity®
Series International Growth
Series International Value
Series International Small Cap
Funds -

Fidelity Series International Growth Fund
Fidelity Series International Value Fund
Fidelity Series International Small Cap Fund
Class F

Annual Report

October 31, 2010

(2_fidelity_logos) (Registered_Trademark)

Contents

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Fidelity Series International Growth Fund

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Investment Changes

<Click Here>

A summary of major shifts in the Fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Fidelity Series International Value Fund

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Investment Changes

<Click Here>

A summary of major shifts in the Fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Fidelity Series International Small Cap Fund

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Manager's review of fund performance and strategy.

Investment Changes

<Click Here>

A summary of major shifts in the Fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the Financial Statements.

Report of Independent Registered Public Accounting Firms

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Annual Report

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 for Fidelity Series International Growth Fund, Fidelity Series International Small Cap Fund, and Fidelity Series International Value Fund or 1-800-835-5092 for Class F of each fund to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

This report and the financial statements contained herein are submitted for the general information of the shareholders of the funds. This report is not authorized for distribution to prospective investors in the funds unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the funds nor Fidelity Distributors Corporation is a bank.

Annual Report

Shareholder Expense Example

As a shareholder of a Fund, you incur two types of costs: (1) transaction costs, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Funds and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of each fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. In addition, each Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of each fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. In addition, each Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.

Annual Report

Shareholder Expense Example - continued

 

Annualized Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to October 31, 2010

Fidelity Series International Growth Fund

 

 

 

 

Series International Growth

1.01%

 

 

 

Actual

 

$ 1,000.00

$ 1,112.40

$ 5.38

HypotheticalA

 

$ 1,000.00

$ 1,020.11

$ 5.14

Class F

.78%

 

 

 

Actual

 

$ 1,000.00

$ 1,113.30

$ 4.15

HypotheticalA

 

$ 1,000.00

$ 1,021.27

$ 3.97

Fidelity Series International Value Fund

 

 

 

 

Series International Value

1.01%

 

 

 

Actual

 

$ 1,000.00

$ 1,046.50

$ 5.21

HypotheticalA

 

$ 1,000.00

$ 1,020.11

$ 5.14

Class F

.78%

 

 

 

Actual

 

$ 1,000.00

$ 1,047.50

$ 4.03

HypotheticalA

 

$ 1,000.00

$ 1,021.27

$ 3.97

Fidelity Series International Small Cap Fund

 

 

 

 

Series International Small Cap

1.20%

 

 

 

Actual

 

$ 1,000.00

$ 1,092.00

$ 6.33

HypotheticalA

 

$ 1,000.00

$ 1,019.16

$ 6.11

Class F

.98%

 

 

 

Actual

 

$ 1,000.00

$ 1,094.80

$ 5.17

Hypothetical A

 

$ 1,000.00

$ 1,020.27

$ 4.99

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Fidelity Series International Growth Fund

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average annual total returns take Fidelity ® Series International Growth Fund's cumulative total return and show you what would have happened if Fidelity Series International Growth Fund shares had performed at a constant rate each year. These numbers will be reported once the fund is a year old.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity Series International Growth Fund, a class of the fund, on December 3, 2009, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI ® EAFE ® (Europe, Australasia, Far East) Growth Index performed over the same period.

elm1191

Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Jed Weiss, Portfolio Manager of Fidelity ® Series International Growth Fund: Between the fund's inception date of December 3, 2009, and October 31, 2010, the fund's Series International Growth and Class F shares rose 8.90% and 9.10%, respectively, outpacing the 5.90% return of the MSCI EAFE® (Europe, Australasia, Far East) Growth Index. Stock picking was quite favorable in financials and consumer discretionary, with positive results also coming from consumer staples, health care, materials and industrials. Conversely, stock picking in telecommunication services, energy, utilities and technology modestly detracted. In country terms, the fund's positioning in emerging markets was positive, especially stock picking in South Africa, Turkey and Brazil. An out-of-index stake in the United States also aided results. In Europe, country positioning, along with the associated currency impact, was helpful, but virtually offset by unsuccessful stock picking in the region, particularly in the U.K. and Switzerland. Top individual contributors included Turkish bank Turkiye Garanti Bankasi; Autoliv, a Swedish auto-safety equipment maker with shares listed in the United States; South African retailers Mr Price Group and Clicks Group; and Novo Nordisk, a Danish health care company. In contrast, the biggest detractors were positions in credit card processor Visa, and Irish home-siding firm James Hardie Industries, and not owning lagging index component British American Tobacco . Several of the stocks mentioned were not in the index.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity Series International Growth Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

elm707

United Kingdom 20.3%

 

elm709

Switzerland 12.0%

 

elm711

United States of America 11.2%

 

elm713

Japan 8.0%

 

elm715

Australia 5.3%

 

elm717

Germany 4.1%

 

elm719

Belgium 3.5%

 

elm721

Brazil 3.3%

 

elm723

France 2.9%

 

elm725

Other 29.4%

 

elm1203

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

elm707

United Kingdom 19.3%

 

elm709

Switzerland 13.1%

 

elm711

United States of America 9.9%

 

elm713

Japan 9.3%

 

elm715

Australia 4.3%

 

elm717

Brazil 3.9%

 

elm719

Spain 3.8%

 

elm721

Belgium 3.3%

 

elm723

Germany 3.0%

 

elm725

Other 30.1%

 

elm1215

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

99.0

98.7

Short-Term Investments and Net Other Assets

1.0

1.3

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Nestle SA (Switzerland, Food Products)

4.5

4.0

BHP Billiton PLC (United Kingdom, Metals & Mining)

4.4

3.4

Anheuser-Busch InBev SA NV (Belgium, Beverages)

2.9

2.7

Rio Tinto PLC (United Kingdom, Metals & Mining)

2.1

2.3

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

2.1

3.0

Visa, Inc. Class A (United States of America, IT Services)

2.0

2.0

BG Group PLC (United Kingdom, Oil, Gas & Consumable Fuels)

2.0

1.8

Novo Nordisk AS Series B
(Denmark, Pharmaceuticals)

2.0

1.6

Siemens AG (Germany, Industrial Conglomerates)

1.9

0.4

Standard Chartered PLC (United Kingdom, Commercial Banks)

1.9

1.7

 

25.8

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Staples

18.1

17.1

Materials

17.0

17.0

Financials

13.8

16.5

Consumer Discretionary

12.4

11.6

Industrials

12.4

11.3

Health Care

11.3

10.9

Information Technology

8.4

6.6

Energy

5.0

4.6

Telecommunication Services

0.6

2.8

Utilities

0.0

0.3

Annual Report

Fidelity Series International Growth Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 99.0%

Shares

Value

Australia - 5.3%

CSL Ltd.

1,653,564

$ 53,181,776

Leighton Holdings Ltd. (d)

1,242,009

44,654,142

MAp Group unit

3,449,456

10,306,742

Newcrest Mining Ltd.

285,477

11,175,515

Newcrest Mining Ltd. sponsored ADR

802,586

31,621,888

OZ Minerals Ltd.

18,144,966

27,818,996

Woolworths Ltd.

1,691,782

46,985,993

Worleyparsons Ltd.

1,061,933

23,875,405

TOTAL AUSTRALIA

249,620,457

Austria - 0.5%

Andritz AG

279,400

21,397,963

Bailiwick of Guernsey - 0.5%

Resolution Ltd.

5,973,373

25,064,458

Bailiwick of Jersey - 0.9%

Informa PLC

2,376,987

16,604,143

Randgold Resources Ltd. sponsored ADR

252,065

23,673,945

TOTAL BAILIWICK OF JERSEY

40,278,088

Belgium - 3.5%

Anheuser-Busch InBev SA NV

2,154,863

135,032,230

Umicore SA

649,848

30,581,093

TOTAL BELGIUM

165,613,323

Bermuda - 1.3%

Huabao International Holdings Ltd.

650,000

979,455

Lazard Ltd. Class A

524,700

19,361,430

Seadrill Ltd. (d)

934,400

28,290,506

Trinity Ltd.

10,970,000

10,968,231

TOTAL BERMUDA

59,599,622

Brazil - 3.3%

Banco ABC Brasil SA

2,152,000

21,201,223

BM&F Bovespa SA

3,482,700

29,172,628

BR Malls Participacoes SA

1,556,600

14,868,769

Braskem SA Class A sponsored ADR (d)

1,670,500

34,829,925

Fibria Celulose SA sponsored ADR (a)(d)

677,900

12,175,084

Iguatemi Empresa de Shopping Centers SA

390,200

9,105,890

Itau Unibanco Banco Multiplo SA ADR

952,800

23,400,768

Multiplan Empreendimentos Imobiliarios SA

467,200

10,710,557

TOTAL BRAZIL

155,464,844

Common Stocks - continued

Shares

Value

Canada - 2.8%

Agnico-Eagle Mines Ltd. (Canada)

311,500

$ 24,158,888

Fairfax Financial Holdings Ltd. (sub. vtg.)

27,800

11,371,587

Goldcorp, Inc.

212,400

9,483,965

Niko Resources Ltd.

368,100

35,117,296

Open Text Corp. (a)

363,900

16,098,802

Pan American Silver Corp.

566,300

18,076,297

Petrobank Energy & Resources Ltd. (a)

453,000

18,028,503

TOTAL CANADA

132,335,338

Cayman Islands - 0.9%

Alibaba.com Ltd. (a)

5,238,000

10,231,036

China Lilang Ltd.

6,803,000

10,637,299

Wynn Macau Ltd.

9,808,200

21,688,444

TOTAL CAYMAN ISLANDS

42,556,779

Chile - 0.5%

Banco Santander Chile sponsored ADR

254,800

23,604,672

China - 0.6%

Baidu.com, Inc. sponsored ADR (a)

237,820

26,162,578

Denmark - 2.4%

Novo Nordisk AS:

Series B

54,966

5,770,456

Series B sponsored ADR

822,700

86,218,960

William Demant Holding AS (a)

267,300

20,035,903

TOTAL DENMARK

112,025,319

Finland - 1.9%

Metso Corp.

587,300

27,841,956

Nokian Tyres PLC

991,000

34,335,281

Outotec OYJ

538,000

25,108,047

TOTAL FINLAND

87,285,284

France - 2.9%

Alstom SA

508,916

25,676,836

Danone

786,005

49,735,401

Remy Cointreau SA

301,703

21,183,342

Safran SA

1,302,486

41,285,200

TOTAL FRANCE

137,880,779

Germany - 4.1%

Bayerische Motoren Werke AG (BMW)

212,206

15,209,566

Colonia Real Estate AG (a)

167,240

1,097,442

Common Stocks - continued

Shares

Value

Germany - continued

Linde AG

442,129

$ 63,642,481

MAN SE

230,337

25,319,691

Siemens AG

66,124

7,552,036

Siemens AG sponsored ADR

712,400

81,434,444

TOTAL GERMANY

194,255,660

Hong Kong - 1.2%

Hong Kong Exchanges and Clearing Ltd.

2,590,800

57,021,833

Ireland - 1.0%

CRH PLC sponsored ADR (d)

1,529,000

27,017,430

James Hardie Industries NV unit (a)

3,376,546

17,829,222

TOTAL IRELAND

44,846,652

Italy - 1.9%

Azimut Holdings SpA

2,295,566

23,413,232

Fiat SpA

2,562,400

43,355,890

Saipem SpA

485,158

21,555,084

TOTAL ITALY

88,324,206

Japan - 8.0%

Autobacs Seven Co. Ltd.

506,200

18,965,987

Denso Corp.

1,231,700

38,303,526

Fanuc Ltd.

420,600

60,890,122

Fast Retailing Co. Ltd.

169,900

22,255,410

Japan Steel Works Ltd.

2,265,000

21,610,551

Keyence Corp.

158,600

39,319,869

Kobayashi Pharmaceutical Co. Ltd.

523,800

24,409,717

MS&AD Insurance Group Holdings, Inc.

707,900

16,959,088

Nippon Thompson Co. Ltd.

2,260,000

15,671,430

Osaka Securities Exchange Co. Ltd.

3,822

19,235,864

Shiseido Co. Ltd.

1,288,300

26,896,608

SHO-BOND Holdings Co. Ltd.

492,000

10,528,445

USS Co. Ltd.

461,610

35,910,010

Yamato Kogyo Co. Ltd.

1,023,100

26,241,808

TOTAL JAPAN

377,198,435

Korea (South) - 0.7%

NHN Corp. (a)

195,511

34,686,028

Mexico - 1.1%

Wal-Mart de Mexico SA de CV Series V

18,489,300

50,570,305

Netherlands - 2.2%

ASM International NV unit (a)

821,165

20,980,766

Common Stocks - continued

Shares

Value

Netherlands - continued

ASML Holding NV

1,040,000

$ 34,517,600

ASML Holding NV (Netherlands)

78,600

2,604,924

Koninklijke KPN NV

1,541,150

25,733,198

QIAGEN NV (a)(d)

1,019,300

19,173,033

TOTAL NETHERLANDS

103,009,521

Peru - 0.2%

Compania de Minas Buenaventura SA sponsored ADR

194,400

10,310,976

Portugal - 0.5%

Jeronimo Martins SGPS SA

1,681,200

25,217,716

Singapore - 1.2%

City Developments Ltd.

1,416,000

13,916,032

Singapore Exchange Ltd.

5,121,000

34,817,894

Wing Tai Holdings Ltd.

6,345,000

8,578,962

TOTAL SINGAPORE

57,312,888

South Africa - 2.3%

African Rainbow Minerals Ltd.

1,350,500

34,453,409

Clicks Group Ltd.

4,172,308

27,219,574

JSE Ltd.

1,620,000

18,269,677

Mr Price Group Ltd.

2,820,500

25,631,941

TOTAL SOUTH AFRICA

105,574,601

Spain - 1.3%

Inditex SA (d)

503,146

42,013,151

Prosegur Compania de Seguridad SA (Reg.)

353,900

21,204,215

TOTAL SPAIN

63,217,366

Sweden - 1.5%

H&M Hennes & Mauritz AB (B Shares)

1,518,357

53,493,361

Swedish Match Co.

580,400

16,217,774

TOTAL SWEDEN

69,711,135

Switzerland - 12.0%

Credit Suisse Group sponsored ADR

583,320

24,207,780

Nestle SA

3,888,834

212,940,678

Novartis AG

166,191

9,626,626

Novartis AG sponsored ADR (d)

1,359,500

78,783,025

Roche Holding AG (participation certificate)

681,526

100,046,230

Sonova Holding AG Class B

464,137

53,752,850

The Swatch Group AG:

(Bearer)

123,170

47,060,738

Common Stocks - continued

Shares

Value

Switzerland - continued

The Swatch Group AG: - continued

(Reg.)

32,278

$ 2,242,917

UBS AG (a)

569,570

9,672,646

UBS AG (NY Shares) (a)

1,302,200

22,163,444

TOTAL SWITZERLAND

560,496,934

Turkey - 2.0%

Anadolu Efes Biracilik ve Malt Sanayii AS

1,104,000

17,626,438

Asya Katilim Bankasi AS

4,817,000

12,426,201

Coca-Cola Icecek AS

1,368,125

17,551,070

Turkiye Garanti Bankasi AS

7,291,000

44,733,180

TOTAL TURKEY

92,336,889

United Kingdom - 20.3%

Anglo American PLC (United Kingdom)

918,700

42,802,713

Babcock International Group PLC

2,449,200

22,759,118

BAE Systems PLC

3,333,900

18,411,833

BG Group PLC

4,724,946

92,014,228

BHP Billiton PLC

94,981

3,364,281

BHP Billiton PLC ADR

2,897,100

205,114,680

Cobham PLC

3,836,600

14,236,009

GlaxoSmithKline PLC

314,500

6,140,641

GlaxoSmithKline PLC sponsored ADR

1,432,200

55,913,088

Imperial Tobacco Group PLC

611,307

19,578,316

InterContinental Hotel Group PLC ADR (d)

2,003,915

38,775,755

Johnson Matthey PLC

937,800

28,757,779

Morgan Crucible Co. PLC

108,101

396,614

Mothercare PLC

1,260,000

10,608,316

Reckitt Benckiser Group PLC

961,800

53,794,490

Rio Tinto PLC

373,000

24,223,424

Rio Tinto PLC sponsored ADR (d)

1,175,000

76,516,000

Serco Group PLC

4,480,745

44,077,989

Shaftesbury PLC

2,666,200

19,051,569

Standard Chartered PLC:

rights 11/5/10 (a)

356,296

2,999,762

(United Kingdom)

2,966,636

85,815,341

Tesco PLC

9,648,529

65,984,141

Unite Group PLC (a)

2,661,500

8,869,374

Victrex PLC

509,707

10,542,656

TOTAL UNITED KINGDOM

950,748,117

United States of America - 10.2%

Allergan, Inc.

253,700

18,370,417

Common Stocks - continued

Shares

Value

United States of America - continued

Autoliv, Inc. (d)

580,400

$ 41,382,520

Berkshire Hathaway, Inc. Class B (a)

267,300

21,266,388

Cymer, Inc. (a)

283,100

10,460,545

eBay, Inc. (a)

403,700

12,034,297

Google, Inc. Class A (a)

30,600

18,757,494

ION Geophysical Corp. (a)

2,095,300

10,246,017

JPMorgan Chase & Co.

512,219

19,274,801

Juniper Networks, Inc. (a)

2,520,000

81,622,800

Martin Marietta Materials, Inc.

127,400

10,253,152

Mead Johnson Nutrition Co. Class A

608,800

35,809,616

Mohawk Industries, Inc. (a)

368,100

21,106,854

Philip Morris International, Inc.

424,700

24,844,950

ResMed, Inc. (a)

750,300

23,912,061

Union Pacific Corp.

410,600

36,001,408

Visa, Inc. Class A

1,178,006

92,084,729

TOTAL UNITED STATES OF AMERICA

477,428,049

TOTAL COMMON STOCKS

(Cost $4,078,517,512)

4,641,156,815

Money Market Funds - 5.6%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)

38,488,971

38,488,971

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

226,717,574

226,717,574

TOTAL MONEY MARKET FUNDS

(Cost $265,206,545)

265,206,545

TOTAL INVESTMENT PORTFOLIO - 104.6%

(Cost $4,343,724,057)

4,906,363,360

NET OTHER ASSETS (LIABILITIES) - (4.6)%

(217,915,316)

NET ASSETS - 100%

$ 4,688,448,044

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 91,510

Fidelity Securities Lending Cash Central Fund

607,006

Total

$ 698,516

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United Kingdom

$ 950,748,117

$ 917,019,771

$ 33,728,346

$ -

Switzerland

560,496,934

541,197,662

19,299,272

-

United States of America

477,428,049

477,428,049

-

-

Japan

377,198,435

190,283,130

186,915,305

-

Australia

249,620,457

249,620,457

-

-

Germany

194,255,660

186,703,624

7,552,036

-

Belgium

165,613,323

165,613,323

-

-

Brazil

155,464,844

155,464,844

-

-

France

137,880,779

137,880,779

-

-

Other

1,372,450,217

1,364,074,837

8,375,380

-

Money Market Funds

265,206,545

265,206,545

-

-

Total Investments in Securities:

$ 4,906,363,360

$ 4,650,493,021

$ 255,870,339

$ -

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $27,059,158 all of which will expire on October 31, 2018. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $219,638,149) - See accompanying schedule:

Unaffiliated issuers (cost $4,078,517,512)

$ 4,641,156,815

 

Fidelity Central Funds (cost $265,206,545)

265,206,545

 

Total Investments (cost $4,343,724,057)

 

$ 4,906,363,360

Foreign currency held at value (cost $155,840)

156,092

Receivable for investments sold

17,174,504

Receivable for fund shares sold

8,534,601

Dividends receivable

6,158,986

Distributions receivable from Fidelity Central Funds

112,566

Other receivables

215,411

Total assets

4,938,715,520

 

 

 

Liabilities

Payable to custodian bank

$ 892,544

Payable for investments purchased

19,259,034

Accrued management fee

2,472,060

Other affiliated payables

716,533

Other payables and accrued expenses

209,731

Collateral on securities loaned, at value

226,717,574

Total liabilities

250,267,476

 

 

 

Net Assets

$ 4,688,448,044

Net Assets consist of:

 

Paid in capital

$ 4,139,316,338

Undistributed net investment income

18,331,035

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(32,051,803)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

562,852,474

Net Assets

$ 4,688,448,044

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Series International Growth:
Net Asset Value
, offering price and redemption price per share ($3,944,122,663 ÷ 362,226,099 shares)

$ 10.89

 

 

 

Class F:
Net Asset Value
, offering price and redemption price per share ($744,325,381 ÷ 68,210,406 shares)

$ 10.91

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

  

For the period December 3, 2009
(commencement of operations) to
October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 35,956,235

Interest

 

1,808

Income from Fidelity Central Funds

 

698,516

Income before foreign taxes withheld

 

36,656,559

Less foreign taxes withheld

 

(2,113,303)

Total income

 

34,543,256

 

 

 

Expenses

Management fee

$ 11,888,233

Transfer agent fees

3,464,974

Accounting and security lending fees

726,439

Custodian fees and expenses

438,401

Independent trustees' compensation

7,444

Registration fees

48,459

Audit

43,533

Legal

3,285

Miscellaneous

5,395

Total expenses before reductions

16,626,163

Expense reductions

(413,942)

16,212,221

Net investment income (loss)

18,331,035

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(30,723,805)

Foreign currency transactions

(1,327,998)

Total net realized gain (loss)

 

(32,051,803)

Change in net unrealized appreciation (depreciation) on:

Investment securities

562,639,303

Assets and liabilities in foreign currencies

213,171

Total change in net unrealized appreciation (depreciation)

 

562,852,474

Net gain (loss)

530,800,671

Net increase (decrease) in net assets resulting from operations

$ 549,131,706

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

  

For the period ended December 3, 2009
(commencement of operations) to October 31, 2010

Increase (Decrease) in Net Assets

 

Operations

 

Net investment income (loss)

$ 18,331,035

Net realized gain (loss)

(32,051,803)

Change in net unrealized appreciation (depreciation)

562,852,474

Net increase (decrease) in net assets resulting
from operations

549,131,706

Share transactions - net increase (decrease)

4,139,316,338

Total increase (decrease) in net assets

4,688,448,044

 

 

Net Assets

Beginning of period

-

End of period (including undistributed net investment income of $18,331,035)

$ 4,688,448,044

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Series International Growth

Period ended October 31,

2010 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) D

  .09

Net realized and unrealized gain (loss)

  .80

Total from investment operations

  .89

Net asset value, end of period

$ 10.89

Total Return B, C

  8.90%

Ratios to Average Net Assets E, H

 

Expenses before reductions

  1.01% A

Expenses net of fee waivers, if any

  1.01% A

Expenses net of all reductions

  .99% A

Net investment income (loss)

  1.06% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 3,944,123

Portfolio turnover rate F

  63% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period December 3, 2009 (commencement of operations) to October 31, 2010.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class F

Period ended October 31,

2010 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) D

  .11

Net realized and unrealized gain (loss)

  .80

Total from investment operations

  .91

Net asset value, end of period

$ 10.91

Total Return B, C

  9.10%

Ratios to Average Net Assets E, H

 

Expenses before reductions

  .78% A

Expenses net of fee waivers, if any

  .78% A

Expenses net of all reductions

  .75% A

Net investment income (loss)

  1.29% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 744,325

Portfolio turnover rate F

  63% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period December 3, 2009 (commencement of operations) to October 31, 2010.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Series International Value Fund

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average annual total returns take Fidelity Series International Value Fund's cumulative total return and show you what would have happened if Fidelity Series International Value Fund shares had performed at a constant rate each year. These numbers will be reported once the fund is a year old.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity Series International Value Fund, a class of the fund, on December 3, 2009, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI EAFE (Europe, Australasia, Far East) Value Index performed over the same period.

elm1217

Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from George Stairs, Portfolio Manager of Fidelity® Series International Value Fund: From inception on December 3, 2009, through October 31, 2010, the fund's Series International Value and Class F shares declined 0.90% and 0.70%, respectively, trailing the 0.20% drop in the MSCI EAFE® (Europe, Australasia, Far East) Value Index. Positioning in industrials and telecommunication services hurt relative performance the most, followed by a modest cash position and weak stock selection within health care. Conversely, the fund benefited from stock selection in financials and energy. Positioning in consumer discretionary also was positive. Within financials, underweighting Spain's Banco Santander and Banco Bilbao was especially helpful, given worries about the country's sovereign debt problems. Geographically, the fund's results in Europe were poor overall, with disappointing stock selection in Denmark and France. In contrast, security selection in emerging markets helped, as did picks in Japan and an out-of-benchmark stake in Canada. The fund's biggest individual detractors were Vestas Wind Systems, an out-of-benchmark Danish wind turbine manufacturer; Spanish telecommunications company Telefonica; and French insurance company AXA. The fund's top individual contributor relative to the index was an underweighting in U.K. oil services giant BP, while out-of-benchmark Danish health care company Novo Nordisk also contributed.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity Series International Value Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

elm707

United Kingdom 18.9%

 

elm709

Japan 18.4%

 

elm711

France 10.7%

 

elm713

Germany 6.9%

 

elm715

Spain 6.6%

 

elm717

Switzerland 4.6%

 

elm719

Hong Kong 4.1%

 

elm721

Netherlands 3.9%

 

elm723

Italy 3.1%

 

elm725

Other 22.8%

 

elm1229

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

elm707

Japan 19.2%

 

elm709

United Kingdom 18.1%

 

elm711

France 11.5%

 

elm713

Germany 6.9%

 

elm715

Switzerland 4.9%

 

elm717

Hong Kong 4.3%

 

elm719

Spain 3.7%

 

elm721

Italy 3.3%

 

elm723

Australia 3.2%

 

elm725

Other 24.9%

 

elm1241

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

99.1

98.6

Short-Term Investments and Net Other Assets

0.9

1.4

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Royal Dutch Shell PLC Class A sponsored ADR (United Kingdom, Oil, Gas & Consumable Fuels)

3.8

3.9

HSBC Holdings PLC (United Kingdom, Commercial Banks)

2.9

2.2

Mitsui & Co. Ltd. (Japan, Trading Companies & Distributors)

2.1

2.1

Vodafone Group PLC sponsored ADR (United Kingdom, Wireless Telecommunication Services)

2.0

1.8

BP PLC sponsored ADR (United Kingdom, Oil, Gas & Consumable Fuels)

2.0

1.4

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

2.0

2.5

AXA SA sponsored ADR (France, Insurance)

2.0

2.1

Banco Santander SA (Spain, Commercial Banks)

1.9

1.8

Zurich Financial Services AG (Switzerland, Insurance)

1.8

1.6

ING Groep NV (Netherlands, Diversified Financial Services)

1.8

1.0

 

22.3

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

38.4

36.1

Energy

11.2

11.6

Consumer Discretionary

11.0

11.0

Industrials

8.2

8.4

Materials

6.7

7.0

Telecommunication Services

6.2

5.6

Utilities

6.1

7.3

Information Technology

4.7

4.6

Health Care

4.5

4.8

Consumer Staples

2.1

2.2

Annual Report

Fidelity Series International Value Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 98.1%

Shares

Value

Australia - 2.5%

Commonwealth Bank of Australia

239,470

$ 11,471,783

Macquarie Group Ltd.

1,306,649

46,338,125

Wesfarmers Ltd.

507,145

16,464,767

Westfield Group unit

3,371,063

40,884,478

TOTAL AUSTRALIA

115,159,153

Bailiwick of Jersey - 1.4%

Informa PLC

2,652,146

18,526,232

United Business Media Ltd.

2,696,100

28,422,683

WPP PLC

1,441,454

16,748,898

TOTAL BAILIWICK OF JERSEY

63,697,813

Bermuda - 1.1%

Huabao International Holdings Ltd.

651,000

980,962

Seadrill Ltd. (d)

1,159,600

35,108,808

VimpelCom Ltd. ADR (a)

797,200

12,221,076

TOTAL BERMUDA

48,310,846

Brazil - 1.9%

Banco do Brasil SA

1,407,312

27,381,864

Banco Santander (Brasil) SA ADR

1,215,600

17,504,640

Cyrela Brazil Realty SA

945,500

13,060,928

Itau Unibanco Banco Multiplo SA ADR

342,500

8,411,800

Vivo Participacoes SA sponsored ADR

799,800

22,906,272

TOTAL BRAZIL

89,265,504

Canada - 2.4%

Open Text Corp. (a)

211,900

9,374,378

Petrobank Energy & Resources Ltd. (a)

525,900

20,929,778

Power Corp. of Canada (sub. vtg.) (d)

542,900

15,149,460

Suncor Energy, Inc.

659,500

21,131,935

Toronto-Dominion Bank

603,800

43,483,783

TOTAL CANADA

110,069,334

Cayman Islands - 0.6%

China High Speed Transmission Equipment Group Co. Ltd.

4,325,000

8,838,316

Hengdeli Holdings Ltd.

32,840,000

18,217,965

TOTAL CAYMAN ISLANDS

27,056,281

China - 1.2%

China Merchants Bank Co. Ltd. (H Shares)

8,622,445

24,472,671

Common Stocks - continued

Shares

Value

China - continued

Industrial & Commercial Bank of China Ltd. (H Shares)

26,034,000

$ 20,958,189

Nine Dragons Paper (Holdings) Ltd.

6,648,000

10,720,852

TOTAL CHINA

56,151,712

Denmark - 1.0%

Novo Nordisk AS Series B

177,550

18,639,604

Vestas Wind Systems AS (a)(d)

794,691

25,357,273

TOTAL DENMARK

43,996,877

France - 10.7%

Alstom SA

222,917

11,247,049

Atos Origin SA (a)

240,635

11,124,779

AXA SA sponsored ADR

5,002,900

91,202,867

BNP Paribas SA

698,975

51,109,540

Christian Dior SA

124,500

18,007,833

Compagnie de St. Gobain

653,576

30,520,079

Credit Agricole SA

1,499,000

24,560,101

PPR SA

183,900

30,143,566

Sanofi-Aventis sponsored ADR

1,093,800

38,403,318

Schneider Electric SA

173,816

24,669,340

Societe Generale Series A

1,205,192

72,151,394

Total SA

76,831

4,181,160

Total SA sponsored ADR

842,200

45,883,056

Unibail-Rodamco

192,434

40,084,015

TOTAL FRANCE

493,288,097

Germany - 6.8%

Allianz AG sponsored ADR

1,363,900

17,089,667

BASF AG

442,286

32,174,098

Bayerische Motoren Werke AG (BMW)

297,497

21,322,678

Daimler AG (United States) (a)

805,100

53,136,600

Deutsche Boerse AG

291,300

20,493,454

E.ON AG

2,134,947

66,840,120

HeidelbergCement AG

630,300

32,963,208

Metro AG

268,200

18,793,692

Munich Re Group

241,615

37,771,530

Volkswagen AG (d)

101,620

13,342,424

TOTAL GERMANY

313,927,471

Common Stocks - continued

Shares

Value

Greece - 0.3%

Hellenic Telecommunications Organization SA

678,870

$ 5,421,355

Public Power Corp. of Greece

544,078

9,122,541

TOTAL GREECE

14,543,896

Hong Kong - 4.1%

China Resources Power Holdings Co. Ltd.

10,488,000

20,187,836

CNOOC Ltd.

11,203,000

23,388,707

Hang Lung Group Ltd.

1,377,000

9,140,029

Hutchison Whampoa Ltd.

1,004,000

9,895,901

Swire Pacific Ltd. (A Shares)

3,265,500

46,341,558

Techtronic Industries Co. Ltd.

16,047,500

16,251,943

Wharf Holdings Ltd.

9,720,000

63,828,157

TOTAL HONG KONG

189,034,131

India - 0.5%

Bank of Baroda

976,597

23,171,151

Punjab National Bank

7,562

246,310

TOTAL INDIA

23,417,461

Indonesia - 0.9%

PT Bank Rakyat Indonesia Tbk

21,267,000

27,126,552

PT Semen Gresik (Persero) Tbk

13,176,000

14,447,516

TOTAL INDONESIA

41,574,068

Ireland - 0.3%

CRH PLC sponsored ADR (d)

794,496

14,038,744

Israel - 0.5%

Teva Pharmaceutical Industries Ltd. sponsored ADR

442,300

22,955,370

Italy - 2.2%

ENI SpA

511,100

11,505,716

Intesa Sanpaolo SpA

17,159,593

60,348,399

UniCredit SpA

10,318,500

26,891,929

TOTAL ITALY

98,746,044

Japan - 18.4%

ABC-Mart, Inc.

373,400

12,700,333

Aisin Seiki Co. Ltd.

818,400

25,700,220

Credit Saison Co. Ltd.

446,900

6,338,695

Denso Corp.

1,197,100

37,227,532

East Japan Railway Co.

490,000

30,259,232

Honda Motor Co. Ltd.

766,600

27,634,999

Honda Motor Co. Ltd. sponsored ADR

66,900

2,410,407

Common Stocks - continued

Shares

Value

Japan - continued

Japan Retail Fund Investment Corp.

18,910

$ 29,538,796

Japan Tobacco, Inc.

2,569

7,981,072

JSR Corp.

712,400

12,332,213

Konica Minolta Holdings, Inc.

1,337,500

12,924,188

Miraca Holdings, Inc.

320,500

11,534,335

Mitsubishi UFJ Financial Group, Inc.

13,745,700

63,793,848

Mitsubishi UFJ Financial Group, Inc. sponsored ADR

1,145,400

5,337,564

Mitsui & Co. Ltd.

6,234,400

98,050,962

Nippon Electric Glass Co. Ltd.

2,781,000

35,746,463

Nippon Telegraph & Telephone Corp.

286,000

12,898,717

Obic Co. Ltd.

102,760

18,976,184

ORIX Corp.

436,460

39,811,312

Promise Co. Ltd. (d)

1,586,400

6,643,678

Ricoh Co. Ltd.

795,000

11,120,951

Seven & i Holdings Co., Ltd.

521,700

12,110,244

SOFTBANK CORP.

439,600

14,117,766

Sumitomo Corp.

3,938,200

49,860,795

Sumitomo Metal Industries Ltd.

4,767,000

11,064,126

Sumitomo Mitsui Financial Group, Inc.

1,370,300

40,900,365

Tokio Marine Holdings, Inc.

688,600

19,360,573

Tokyo Electron Ltd.

444,900

25,102,752

Tokyo Gas Co. Ltd.

11,362,000

53,456,922

Toyota Motor Corp.

1,828,800

64,776,582

Toyota Motor Corp. sponsored ADR

12,600

892,332

USS Co. Ltd.

162,080

12,608,684

West Japan Railway Co.

3,496

12,978,864

Xebio Co. Ltd.

75,500

1,482,416

Yamada Denki Co. Ltd.

245,240

15,938,923

TOTAL JAPAN

843,613,045

Korea (South) - 0.9%

Samsung Electronics Co. Ltd.

32,973

21,845,159

Shinhan Financial Group Co. Ltd.

418,850

16,221,356

Shinhan Financial Group Co. Ltd. sponsored ADR

68,900

5,358,353

TOTAL KOREA (SOUTH)

43,424,868

Luxembourg - 1.0%

ArcelorMittal SA:

(Netherlands)

471,456

15,251,717

Class A unit (d)

889,900

28,814,962

TOTAL LUXEMBOURG

44,066,679

Common Stocks - continued

Shares

Value

Netherlands - 3.9%

Gemalto NV

566,708

$ 25,801,220

ING Groep NV:

(Certificaten Van Aandelen) unit (a)

3,435,552

36,746,679

sponsored ADR (a)(d)

4,346,100

46,850,958

Koninklijke Ahold NV

1,162,337

16,060,125

Koninklijke KPN NV

1,872,960

31,273,562

Randstad Holdings NV (a)

445,121

21,182,236

TOTAL NETHERLANDS

177,914,780

Norway - 1.0%

Aker Solutions ASA

2,289,787

34,858,942

DnB NOR ASA

868,600

11,918,734

TOTAL NORWAY

46,777,676

Portugal - 0.7%

Energias de Portugal SA

8,932,870

34,169,086

Russia - 0.6%

Mechel Steel Group OAO sponsored ADR

582,600

13,720,230

OAO Gazprom sponsored ADR

712,400

15,565,940

TOTAL RUSSIA

29,286,170

Singapore - 1.7%

DBS Group Holdings Ltd.

1,048,197

11,257,002

United Overseas Bank Ltd.

3,342,677

48,139,921

Yanlord Land Group Ltd.

14,937,000

19,849,834

TOTAL SINGAPORE

79,246,757

South Africa - 0.2%

Impala Platinum Holdings Ltd.

325,800

9,208,842

Spain - 6.6%

Banco Bilbao Vizcaya Argentaria SA sponsored ADR (d)

4,918,500

64,678,275

Banco Santander SA

2,062,825

26,470,807

Banco Santander SA sponsored ADR (d)

4,904,900

62,831,769

Gestevision Telecinco SA

368,400

4,698,585

Iberdrola SA

7,117,500

60,016,091

Red Electrica Corporacion SA

233,100

11,707,305

Telefonica SA sponsored ADR (d)

868,700

70,486,318

TOTAL SPAIN

300,889,150

Sweden - 0.3%

Telefonaktiebolaget LM Ericsson (B Shares)

1,280,562

14,078,996

Common Stocks - continued

Shares

Value

Switzerland - 4.6%

Lonza Group AG

48,087

$ 4,208,559

Roche Holding AG (participation certificate)

626,324

91,942,722

Transocean Ltd. (a)

488,300

30,938,688

Zurich Financial Services AG

345,301

84,505,522

TOTAL SWITZERLAND

211,595,491

Taiwan - 0.5%

AU Optronics Corp. (a)

8,343,000

8,328,228

Hon Hai Precision Industry Co. Ltd. (Foxconn)

3,622,200

13,728,973

TOTAL TAIWAN

22,057,201

Thailand - 0.4%

Siam Commercial Bank PCL (For. Reg.)

5,214,700

17,852,597

United Kingdom - 18.9%

Aberdeen Asset Management PLC

5,356,687

15,259,180

Aegis Group PLC

8,808,830

17,740,125

Anglo American PLC (United Kingdom)

1,237,300

57,646,453

AstraZeneca PLC sponsored ADR (d)

349,600

17,640,816

Aviva PLC

2,932,500

18,699,141

BAE Systems PLC

4,189,800

23,138,636

Barclays PLC

10,416,010

45,766,822

BP PLC sponsored ADR

2,277,600

92,994,408

British Airways PLC (a)(d)

2,338,600

10,142,555

Centrica PLC

2,499,300

13,302,130

HSBC Holdings PLC:

(United Kingdom)

4,402,545

45,814,391

sponsored ADR

1,649,184

85,938,978

Imperial Tobacco Group PLC

652,649

20,902,376

International Power PLC

1,786,187

11,942,039

Man Group PLC

1,635,597

6,834,190

Misys PLC (a)

2,190,900

9,877,563

Morgan Crucible Co. PLC

108,012

396,288

Prudential PLC

3,000,206

30,340,377

Rio Tinto PLC

505,900

32,854,237

Royal Dutch Shell PLC Class A sponsored ADR (d)

2,685,500

174,369,512

Vedanta Resources PLC

731,000

24,301,812

Vodafone Group PLC sponsored ADR

3,419,400

94,067,694

Wolseley PLC (a)

699,100

18,626,649

TOTAL UNITED KINGDOM

868,596,372

TOTAL COMMON STOCKS

(Cost $4,183,046,228)

4,508,010,512

Nonconvertible Preferred Stocks - 1.0%

Shares

Value

Germany - 0.1%

Volkswagen AG

42,400

$ 6,371,728

Italy - 0.9%

Fiat SpA (Risparmio Shares)

1,409,000

16,556,871

Telecom Italia SpA (Risparmio Shares)

19,275,200

23,644,453

TOTAL ITALY

40,201,324

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $38,002,810)

46,573,052

Money Market Funds - 4.2%

 

 

 

 

Fidelity Cash Central Fund, 0.23% (b)

15,184,603

15,184,603

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

175,625,067

175,625,067

TOTAL MONEY MARKET FUNDS

(Cost $190,809,670)

190,809,670

TOTAL INVESTMENT PORTFOLIO - 103.3%

(Cost $4,411,858,708)

4,745,393,234

NET OTHER ASSETS (LIABILITIES) - (3.3)%

(149,811,428)

NET ASSETS - 100%

$ 4,595,581,806

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 75,493

Fidelity Securities Lending Cash Central Fund

1,274,850

Total

$ 1,350,343

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United Kingdom

$ 868,596,372

$ 695,121,404

$ 173,474,968

$ -

Japan

843,613,045

195,907,397

647,705,648

-

France

493,288,097

489,106,937

4,181,160

-

Germany

320,299,199

320,299,199

-

-

Spain

300,889,150

274,418,343

26,470,807

-

Switzerland

211,595,491

211,595,491

-

-

Hong Kong

189,034,131

165,645,424

23,388,707

-

Netherlands

177,914,780

141,168,101

36,746,679

-

Italy

138,947,368

103,797,199

35,150,169

-

Other

1,010,405,931

908,519,672

101,886,259

-

Money Market Funds

190,809,670

190,809,670

-

-

Total Investments in Securities:

$ 4,745,393,234

$ 3,696,388,837

$ 1,049,004,397

$ -

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $6,804,041 all of which will expire on October 31, 2018. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $170,330,694) - See accompanying schedule:

Unaffiliated issuers (cost $4,221,049,038)

$ 4,554,583,564

 

Fidelity Central Funds (cost $190,809,670)

190,809,670

 

Total Investments (cost $4,411,858,708)

 

$ 4,745,393,234

Receivable for investments sold

21,255,000

Receivable for fund shares sold

8,589,622

Dividends receivable

10,476,888

Distributions receivable from Fidelity Central Funds

96,054

Other receivables

270,792

Total assets

4,786,081,590

 

 

 

Liabilities

Payable to custodian bank

$ 3,295,400

Payable for investments purchased

7,248,828

Accrued management fee

2,435,782

Other affiliated payables

707,052

Other payables and accrued expenses

1,187,655

Collateral on securities loaned, at value

175,625,067

Total liabilities

190,499,784

 

 

 

Net Assets

$ 4,595,581,806

Net Assets consist of:

 

Paid in capital

$ 4,239,646,122

Undistributed net investment income

38,040,995

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(15,045,002)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

332,939,691

Net Assets

$ 4,595,581,806

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Series International Value:
Net Asset Value
, offering price and redemption price per share ($3,865,058,143 ÷ 389,922,383 shares)

$ 9.91

 

 

 

Class F:
Net Asset Value
, offering price and redemption price per share ($730,523,663 ÷ 73,537,902 shares)

$ 9.93

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Operations

  

For the period ended December 3, 2009 (commencement of operations) to
October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 57,373,100

Interest

 

1,157

Income from Fidelity Central Funds

 

1,350,343

Income before foreign taxes withheld

 

58,724,600

Less foreign taxes withheld

 

(4,609,542)

Total income

 

54,115,058

 

 

 

Expenses

Management fee

$ 11,776,308

Transfer agent fees

3,427,540

Accounting and security lending fees

728,434

Custodian fees and expenses

431,348

Independent trustees' compensation

7,383

Registration fees

49,636

Audit

54,106

Legal

3,253

Miscellaneous

5,360

Total expenses before reductions

16,483,368

Expense reductions

(409,305)

16,074,063

Net investment income (loss)

38,040,995

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(15,988,330)

Foreign currency transactions

943,328

Total net realized gain (loss)

 

(15,045,002)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $972,928)

332,561,598

Assets and liabilities in foreign currencies

378,093

Total change in net unrealized appreciation (depreciation)

 

332,939,691

Net gain (loss)

317,894,689

Net increase (decrease) in net assets resulting from operations

$ 355,935,684

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

  

For the period
December 3, 2009 (commencement of operations) to
October 31, 2010

Increase (Decrease) in Net Assets

 

Operations

 

Net investment income (loss)

$ 38,040,995

Net realized gain (loss)

(15,045,002)

Change in net unrealized appreciation (depreciation)

332,939,691

Net increase (decrease) in net assets resulting
from operations

355,935,684

Share transactions - net increase (decrease)

4,239,646,122

Total increase (decrease) in net assets

4,595,581,806

 

 

Net Assets

Beginning of period

-

End of period (including undistributed net investment income of $38,040,995)

$ 4,595,581,806

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Series International Value

Period ended October 31,

2010 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) D

  .18

Net realized and unrealized gain (loss)

  (.27) G

Total from investment operations

  (.09)

Net asset value, end of period

$ 9.91

Total Return B, C

  (.90)%

Ratios to Average Net Assets E, I

 

Expenses before reductions

  1.01% A

Expenses net of fee waivers, if any

  1.01% A

Expenses net of all reductions

  .99% A

Net investment income (loss)

  2.24% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 3,865,058

Portfolio turnover rate F

  72% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the Fund.

H For the period December 3, 2009 (commencement of operations) to October 31, 2010.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class F

Period ended October 31,

2010 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) D

  .20

Net realized and unrealized gain (loss)

  (.27) G

Total from investment operations

  (.07)

Net asset value, end of period

$ 9.93

Total Return B, C

  (.70)%

Ratios to Average Net Assets E, I

 

Expenses before reductions

  .78% A

Expenses net of fee waivers, if any

  .78% A

Expenses net of all reductions

  .75% A

Net investment income (loss)

  2.47% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 730,524

Portfolio turnover rate F

  72% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G The amount shown for a share outstanding does not correspond with the aggregate net gain (loss) on investments for the period due to the timing of sales and repurchases of shares in relation to fluctuating market values of the investments of the Fund.

H For the period December 3, 2009 (commencement of operations) to October 31, 2010.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Series International Small Cap Fund

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average annual total returns take Fidelity Series International Small Cap Fund's cumulative total return and show you what would have happened if Fidelity Series International Small Cap Fund shares had performed at a constant rate each year. These numbers will be reported once the fund is a year old.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity Series International Small Cap Fund, a class of the fund, on December 3, 2009, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI EAFE (Europe, Australasia, Far East) Small Cap Index performed over the same period.

elm1243

Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Jed Weiss, Portfolio Manager of Fidelity ® Series International Small Cap Fund: Between the fund's inception date of December 3, 2009, and October 31, 2010, the Fund's Series International Small Cap and Class F shares rose 14.00% and 14.30%, respectively, solidly outpacing the 10.37% return of the MSCI EAFE® (Europe, Australasia, Far East) Small Cap Index. Stock selection was very strong in consumer discretionary, consumer staples and industrials, while picks in materials, utilities and energy detracted. In country terms, stock selection in emerging markets, particularly South Africa and Brazil, contributed. Good positioning in Japan and an out-of-benchmark stake in the U.S. also were helpful. In Europe, security selection was negative in Switzerland, France and the Netherlands, outweighing better results in Finland and Spain. The top individual contributor was SSL International, a U.K.-based health care products company that was no longer in the fund at period end. Other winners included Swedish auto-safety equipment maker Autoliv, whose shares are listed in the U.S.; PriceSmart, a California-based warehouse club retailer operating in Central America; South African discount retailer Mr Price Group; and Spirax-Sarco Engineering, a U.K.-based maker of industrial steam systems. Of these contributors, only two - SSL and Spirax-Sarco - were in the index. On the negative side, Greece-based wind utility Terna Energy lost significant value. Italian asset manager Azimut Holdings and French industrial battery maker Saft Groupe also underperformed.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity Series International Small Cap Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

elm707

Japan 21.3%

 

elm709

United Kingdom 16.1%

 

elm711

United States of America 13.2%

 

elm713

Canada 5.0%

 

elm715

Brazil 3.8%

 

elm717

Germany 3.8%

 

elm719

South Africa 3.0%

 

elm721

France 3.0%

 

elm723

Finland 2.8%

 

elm725

Other 28.0%

 

elm1255

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

elm707

Japan 21.2%

 

elm709

United Kingdom 17.7%

 

elm711

United States of America 10.6%

 

elm713

Canada 5.3%

 

elm715

Brazil 4.0%

 

elm717

Netherlands 3.7%

 

elm719

France 3.2%

 

elm721

Bermuda 2.9%

 

elm723

South Africa 2.9%

 

elm725

Other 28.5%

 

elm1267

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

96.9

98.0

Short-Term Investments and Net Other Assets

3.1

2.0

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

USS Co. Ltd. (Japan, Specialty Retail)

1.7

1.5

Kobayashi Pharmaceutical Co. Ltd. (Japan, Personal Products)

1.7

1.3

Osaka Securities Exchange Co. Ltd. (Japan, Diversified Financial Services)

1.6

1.6

Azimut Holdings SpA (Italy, Capital Markets)

1.5

1.6

PriceSmart, Inc. (United States of America, Food & Staples Retailing)

1.5

1.6

Petrobank Energy & Resources Ltd. (Canada, Oil, Gas & Consumable Fuels)

1.4

1.5

Prosegur Compania de Seguridad SA (Reg.) (Spain, Commercial Services & Supplies)

1.4

1.1

Braskem SA Class A sponsored ADR (Brazil, Chemicals)

1.4

1.1

Serco Group PLC (United Kingdom, Commercial Services & Supplies)

1.4

1.3

Outotec OYJ (Finland, Construction & Engineering)

1.3

1.2

 

14.9

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Industrials

21.1

20.1

Financials

19.6

20.5

Consumer Discretionary

16.8

16.8

Materials

10.6

10.9

Consumer Staples

8.7

8.1

Information Technology

8.3

7.4

Health Care

6.2

7.9

Energy

5.2

5.5

Utilities

0.4

0.5

Telecommunication Services

0.0

0.3

Annual Report

Fidelity Series International Small Cap Fund

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 96.9%

Shares

Value

Australia - 0.8%

MAp Group unit

1,121,089

$ 3,349,738

OZ Minerals Ltd.

2,022,648

3,101,027

TOTAL AUSTRALIA

6,450,765

Austria - 0.8%

Andritz AG

88,900

6,808,443

Bailiwick of Guernsey - 0.8%

Resolution Ltd.

1,579,121

6,626,040

Bailiwick of Jersey - 1.4%

Informa PLC

1,136,898

7,941,658

Randgold Resources Ltd. sponsored ADR

39,600

3,719,232

TOTAL BAILIWICK OF JERSEY

11,660,890

Belgium - 1.4%

Gimv NV

79,200

4,378,359

Umicore SA

163,277

7,683,626

TOTAL BELGIUM

12,061,985

Bermuda - 2.3%

Aquarius Platinum Ltd. (Australia)

626,514

3,602,797

Great Eagle Holdings Ltd.

1,645,000

4,923,593

Lazard Ltd. Class A

96,900

3,575,610

Seadrill Ltd.

60,202

1,822,715

Trinity Ltd.

5,426,000

5,425,125

TOTAL BERMUDA

19,349,840

Brazil - 3.8%

Banco ABC Brasil SA

882,000

8,689,349

BR Malls Participacoes SA

389,900

3,724,356

Braskem SA Class A sponsored ADR (d)

543,600

11,334,060

Iguatemi Empresa de Shopping Centers SA

83,600

1,950,929

Multiplan Empreendimentos Imobiliarios SA

87,700

2,010,522

Odontoprev SA

285,300

4,192,629

TOTAL BRAZIL

31,901,845

Canada - 5.0%

Agnico-Eagle Mines Ltd. (Canada)

45,300

3,513,315

Eldorado Gold Corp.

189,800

3,213,890

Fairfax Financial Holdings Ltd. (sub. vtg.)

13,700

5,603,984

Niko Resources Ltd.

91,100

8,691,078

Open Text Corp. (a)

78,800

3,486,083

Pan American Silver Corp.

103,200

3,294,144

Common Stocks - continued

Shares

Value

Canada - continued

Petrobank Energy & Resources Ltd. (a)

291,600

$ 11,605,102

Quadra FNX Mining Ltd. (a)

140,800

1,987,960

TOTAL CANADA

41,395,556

Cayman Islands - 1.1%

China Lilang Ltd. (d)

3,002,000

4,693,984

Vantage Drilling Co. (a)

1,132,469

1,947,847

Wynn Macau Ltd.

1,322,800

2,925,050

TOTAL CAYMAN ISLANDS

9,566,881

China - 0.1%

China Hongxing Sports Ltd.

6,394,000

864,521

Cyprus - 0.1%

AFI Development PLC GDR (Reg. S)

827,100

975,978

Denmark - 0.4%

William Demant Holding AS (a)

48,900

3,665,378

Finland - 2.8%

Metso Corp.

91,200

4,323,491

Nokian Tyres PLC

221,300

7,667,404

Outotec OYJ (d)

235,400

10,985,937

TOTAL FINLAND

22,976,832

France - 3.0%

Audika SA

90,341

2,206,122

Laurent-Perrier Group

42,626

4,803,675

Remy Cointreau SA

83,373

5,853,832

Saft Groupe SA

175,949

6,720,425

Vetoquinol SA

38,703

1,640,371

Virbac SA

22,600

3,636,819

TOTAL FRANCE

24,861,244

Germany - 3.8%

alstria office REIT-AG

131,900

1,837,158

Bilfinger Berger Se

92,045

6,702,218

Colonia Real Estate AG (a)

712,329

4,674,359

CTS Eventim AG

101,648

5,736,730

Fielmann AG

55,895

5,642,583

Software AG (Bearer)

49,600

6,949,903

TOTAL GERMANY

31,542,951

Greece - 0.4%

Terna Energy SA

744,900

3,202,758

Common Stocks - continued

Shares

Value

India - 0.5%

Jyothy Laboratories Ltd.

614,664

$ 3,827,350

Ireland - 0.7%

James Hardie Industries NV unit (a)

1,072,773

5,664,578

Israel - 0.6%

Azrieli Group

130,213

3,356,522

Ituran Location & Control Ltd.

122,399

1,903,304

TOTAL ISRAEL

5,259,826

Italy - 2.4%

Azimut Holdings SpA

1,260,764

12,858,946

Interpump Group SpA (a)

1,088,617

7,100,419

TOTAL ITALY

19,959,365

Japan - 21.3%

Aozora Bank Ltd.

2,470,000

4,143,780

Asahi Co. Ltd. (d)

148,800

2,200,472

Autobacs Seven Co. Ltd.

179,700

6,732,888

Daikoku Denki Co. Ltd.

231,400

2,616,801

Daikokutenbussan Co. Ltd.

188,000

6,588,293

FCC Co. Ltd.

297,300

6,380,478

Fukuoka (REIT) Investment Fund (d)

514

3,449,236

GCA Savvian Group Corp. (a)

3,055

2,896,688

Glory Ltd.

118,000

2,602,833

Goldcrest Co. Ltd.

97,280

2,099,855

Japan Steel Works Ltd.

463,000

4,417,521

Kamigumi Co. Ltd.

624,000

4,877,544

Kobayashi Pharmaceutical Co. Ltd.

299,400

13,952,404

Kyoto Kimono Yuzen Co. Ltd.

166,200

1,807,195

Meiko Network Japan Co. Ltd.

19,400

161,767

Miraial Co. Ltd.

83,200

2,039,935

MS&AD Insurance Group Holdings, Inc.

72,630

1,739,989

Nabtesco Corp.

389,200

6,892,133

Nachi-Fujikoshi Corp.

1,800,000

5,390,829

Nagaileben Co. Ltd.

82,000

1,944,277

Nihon M&A Center, Inc.

619

2,238,461

Nihon Parkerizing Co. Ltd.

339,000

4,452,877

Nippon Seiki Co. Ltd.

221,000

2,238,288

Nippon Thompson Co. Ltd.

1,471,000

10,200,298

Nitto Kohki Co. Ltd.

80,100

1,888,278

Obic Co. Ltd.

27,070

4,998,884

Osaka Securities Exchange Co. Ltd.

2,690

13,538,585

OSG Corp.

367,600

3,841,824

Common Stocks - continued

Shares

Value

Japan - continued

SAZABY, Inc.

50,000

$ 932,024

SHO-BOND Holdings Co. Ltd.

219,400

4,695,002

Shoei Co. Ltd.

141,500

1,281,888

The Nippon Synthetic Chemical Industry Co. Ltd.

327,000

1,918,032

THK Co. Ltd.

190,300

3,660,798

Toho Holdings Co. Ltd.

278,100

3,894,851

Tsumura & Co.

149,500

4,600,000

Tsutsumi Jewelry Co. Ltd.

75,600

1,780,316

USS Co. Ltd.

181,800

14,142,767

Yamatake Corp.

173,800

4,231,070

Yamato Kogyo Co. Ltd.

375,000

9,618,491

TOTAL JAPAN

177,087,652

Korea (South) - 0.8%

NCsoft Corp.

9,575

2,107,436

NHN Corp. (a)

23,621

4,190,653

TOTAL KOREA (SOUTH)

6,298,089

Luxembourg - 0.2%

GlobeOp Financial Services SA

388,900

1,901,940

Netherlands - 2.7%

Aalberts Industries NV

404,800

7,392,774

ASM International NV unit (a)

298,100

7,616,455

Heijmans NV unit (a)

49,600

935,166

QIAGEN NV (a)(d)

328,300

6,175,323

TOTAL NETHERLANDS

22,119,718

Norway - 0.3%

Sevan Marine ASA (a)

1,557,600

2,098,758

Papua New Guinea - 0.2%

Oil Search Ltd.

283,589

1,772,479

Philippines - 0.3%

Jollibee Food Corp.

1,086,300

2,240,969

Portugal - 0.6%

Jeronimo Martins SGPS SA

313,200

4,697,947

Singapore - 2.6%

Allgreen Properties Ltd.

5,834,000

5,363,872

Keppel Land Ltd.

618,000

2,115,228

Singapore Exchange Ltd.

1,340,000

9,110,716

Wing Tai Holdings Ltd.

3,700,000

5,002,704

TOTAL SINGAPORE

21,592,520

Common Stocks - continued

Shares

Value

South Africa - 3.0%

African Rainbow Minerals Ltd.

264,427

$ 6,745,955

Clicks Group Ltd.

1,081,267

7,054,040

JSE Ltd.

326,100

3,677,618

Mr Price Group Ltd.

841,200

7,644,598

TOTAL SOUTH AFRICA

25,122,211

Spain - 1.6%

Grifols SA (d)

120,800

1,955,694

Prosegur Compania de Seguridad SA (Reg.)

190,400

11,407,975

TOTAL SPAIN

13,363,669

Sweden - 1.0%

Intrum Justitia AB

332,200

4,574,114

Swedish Match Co.

146,200

4,085,180

TOTAL SWEDEN

8,659,294

Switzerland - 1.8%

Bank Sarasin & Co. Ltd. Series B (Reg.)

266,264

9,737,902

Sonova Holding AG Class B

48,682

5,637,982

TOTAL SWITZERLAND

15,375,884

Turkey - 2.1%

Albaraka Turk Katilim Bankasi AS

2,253,000

4,523,907

Anadolu Efes Biracilik ve Malt Sanayii AS

208,000

3,320,923

Asya Katilim Bankasi AS

1,996,000

5,148,993

Coca-Cola Icecek AS

365,000

4,682,423

TOTAL TURKEY

17,676,246

United Kingdom - 16.1%

AMEC PLC

238,354

4,147,204

Babcock International Group PLC

653,800

6,075,417

Bellway PLC

384,500

3,289,582

Britvic PLC

807,200

6,238,664

Cobham PLC

1,021,800

3,791,470

Dechra Pharmaceuticals PLC

293,903

2,495,646

Derwent London PLC

139,800

3,404,505

Great Portland Estates PLC

1,027,800

5,689,313

H&T Group PLC

352,727

1,972,274

InterContinental Hotel Group PLC ADR (d)

368,800

7,136,280

Johnson Matthey PLC

227,800

6,985,521

Meggitt PLC

1,424,746

7,535,050

Micro Focus International PLC

509,900

3,119,063

Mothercare PLC

638,700

5,377,406

Common Stocks - continued

Shares

Value

United Kingdom - continued

Persimmon PLC

494,500

$ 2,701,617

Rotork PLC

131,300

3,523,568

Serco Group PLC

1,147,138

11,284,627

Shaftesbury PLC

801,300

5,725,761

Spectris PLC

357,283

6,462,633

Spirax-Sarco Engineering PLC

369,600

10,712,078

Ted Baker PLC

354,600

3,493,953

Ultra Electronics Holdings PLC

206,500

6,157,006

Unite Group PLC (a)

2,820,900

9,400,570

Victrex PLC

344,500

7,125,554

TOTAL UNITED KINGDOM

133,844,762

United States of America - 10.1%

Advanced Energy Industries, Inc. (a)

380,300

5,461,108

Autoliv, Inc. (d)

121,400

8,655,820

Cymer, Inc. (a)

182,200

6,732,290

Dril-Quip, Inc. (a)

56,000

3,869,600

ION Geophysical Corp. (a)(d)

835,900

4,087,551

Juniper Networks, Inc. (a)

183,600

5,946,804

Kansas City Southern (a)

144,500

6,331,990

Lam Research Corp. (a)

33,300

1,524,807

Martin Marietta Materials, Inc. (d)

47,000

3,782,560

Mohawk Industries, Inc. (a)

167,200

9,587,248

Oceaneering International, Inc. (a)

39,100

2,419,117

PriceSmart, Inc.

426,600

12,512,178

ResMed, Inc. (a)

293,900

9,366,593

Solera Holdings, Inc.

48,500

2,330,425

Solutia, Inc. (a)

94,900

1,718,639

TOTAL UNITED STATES OF AMERICA

84,326,730

TOTAL COMMON STOCKS

(Cost $710,172,321)

806,801,894

Money Market Funds - 6.0%

Shares

Value

Fidelity Cash Central Fund, 0.23% (b)

21,294,510

$ 21,294,510

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)

28,200,571

28,200,571

TOTAL MONEY MARKET FUNDS

(Cost $49,495,081)

49,495,081

TOTAL INVESTMENT PORTFOLIO - 102.9%

(Cost $759,667,402)

856,296,975

NET OTHER ASSETS (LIABILITIES) - (2.9)%

(23,970,230)

NET ASSETS - 100%

$ 832,326,745

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 25,324

Fidelity Securities Lending Cash Central Fund

143,723

Total

$ 169,047

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

Japan

$ 177,087,652

$ 170,930,142

$ 6,157,510

$ -

United Kingdom

133,844,762

133,844,762

-

-

United States of America

84,326,730

84,326,730

-

-

Canada

41,395,556

41,395,556

-

-

Brazil

31,901,845

31,901,845

-

-

Germany

31,542,951

31,542,951

-

-

South Africa

25,122,211

25,122,211

-

-

France

24,861,244

24,861,244

-

-

Finland

22,976,832

22,976,832

-

-

Other

233,742,111

233,742,111

-

-

Money Market Funds

49,495,081

49,495,081

-

-

Total Investments in Securities:

$ 856,296,975

$ 850,139,465

$ 6,157,510

$ -

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $27,405,590) - See accompanying schedule:

Unaffiliated issuers (cost $710,172,321)

$ 806,801,894

 

Fidelity Central Funds (cost $49,495,081)

49,495,081

 

Total Investments (cost $759,667,402)

 

$ 856,296,975

Cash

795,207

Foreign currency held at value (cost $61,643)

61,697

Receivable for investments sold

4,706,598

Receivable for fund shares sold

1,745,145

Dividends receivable

1,546,545

Distributions receivable from Fidelity Central Funds

30,909

Other receivables

50,184

Total assets

865,233,260

 

 

 

Liabilities

Payable for investments purchased

$ 3,823,837

Accrued management fee

567,449

Other affiliated payables

144,795

Other payables and accrued expenses

169,863

Collateral on securities loaned, at value

28,200,571

Total liabilities

32,906,515

 

 

 

Net Assets

$ 832,326,745

Net Assets consist of:

 

Paid in capital

$ 729,956,180

Undistributed net investment income

2,308,288

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

3,459,115

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

96,603,162

Net Assets

$ 832,326,745

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Series International Small Cap:
Net Asset Value
, offering price and redemption price per share ($701,813,892 ÷ 61,553,753 shares)

$ 11.40

 

 

 

Class F:
Net Asset Value
, offering price and redemption price per share ($130,512,853 ÷ 11,422,946 shares)

$ 11.43

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Operations

  

For the period December 3, 2009 (commencement of operations) to
October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 6,316,663

Interest

 

838

Income from Fidelity Central Funds

 

169,047

Income before foreign taxes withheld

 

6,486,548

Less foreign taxes withheld

 

(450,804)

Total income

 

6,035,744

 

 

 

Expenses

Management fee

$ 2,763,290

Transfer agent fees

668,235

Accounting and security lending fees

163,605

Custodian fees and expenses

184,506

Independent trustees' compensation

1,433

Registration fees

8,542

Audit

47,705

Legal

633

Miscellaneous

968

Total expenses before reductions

3,838,917

Expense reductions

(111,461)

3,727,456

Net investment income (loss)

2,308,288

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

3,343,966

Foreign currency transactions

115,149

Total net realized gain (loss)

 

3,459,115

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of increase in deferred foreign taxes of $84,401)

96,545,172

Assets and liabilities in foreign currencies

57,990

Total change in net unrealized appreciation (depreciation)

 

96,603,162

Net gain (loss)

100,062,277

Net increase (decrease) in net assets resulting from operations

$ 102,370,565

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

  

For the period December 3, 2009 (commencement of operations) to
October 31, 2010

Increase (Decrease) in Net Assets

 

Operations

 

Net investment income (loss)

$ 2,308,288

Net realized gain (loss)

3,459,115

Change in net unrealized appreciation (depreciation)

96,603,162

Net increase (decrease) in net assets resulting
from operations

102,370,565

Share transactions - net increase (decrease)

729,956,180

Total increase (decrease) in net assets

832,326,745

 

 

Net Assets

Beginning of period

-

End of period (including undistributed net investment income of $2,308,288)

$ 832,326,745

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Series International Small Cap

Period ended October 31,

2010 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) D

  .06

Net realized and unrealized gain (loss)

  1.34

Total from investment operations

  1.40

Net asset value, end of period

$ 11.40

Total Return B, C

  14.00%

Ratios to Average Net Assets E, H

 

Expenses before reductions

  1.21% A

Expenses net of fee waivers, if any

  1.21% A

Expenses net of all reductions

  1.18% A

Net investment income (loss)

  .68% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 701,814

Portfolio turnover rate F

  21% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period December 3, 2009 (commencement of operations) to October 31, 2010.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class F

Period ended October 31,

2010 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) D

  .09

Net realized and unrealized gain (loss)

  1.34

Total from investment operations

  1.43

Net asset value, end of period

$ 11.43

Total Return B, C

  14.30%

Ratios to Average Net Assets E, H

 

Expenses before reductions

  .98% A

Expenses net of fee waivers, if any

  .98% A

Expenses net of all reductions

  .94% A

Net investment income (loss)

  .92% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 130,513

Portfolio turnover rate F

  21% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period December 3, 2009 (commencement of operations) to October 31, 2010.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Series International Growth Fund, Fidelity Series International Value Fund and Fidelity Series International Small Cap Fund (the Funds) are funds of Fidelity Investment Trust (the Trust). The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. Each Fund is authorized to issue an unlimited number of shares. Shares of the Funds are only available for purchase by mutual funds for which Fidelity Management & Research Company (FMR) or an affiliate serves as an investment manager. Fidelity Series International Growth Fund offers Series International Growth shares and Class F shares, each of which has equal rights as to assets and voting privileges. Fidelity Series International Value Fund offers Series International Value shares and Class F shares, each of which has equal rights as to assets and voting privileges. Fidelity Series International Small Cap Fund offers Series International Small Cap shares and Class F shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Investment income, realized and unrealized capital gains and losses, the common expenses of each Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of each Fund. Each class differs with respect to transfer agent fees incurred and certain class-level expense reductions. Certain Funds' investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Funds may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Funds' Schedules of Investments list each of the Fidelity Central Funds held as of period end, if any, as an investment of each Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Funds indirectly bear their proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds which are not covered by the Funds' Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Funds:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Each Fund uses independent pricing services approved by the Board of Trustees to value their investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Each Fund categorizes the inputs to valuation techniques used to value their investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010 is included at the end of each Fund's Schedule of Investments. Valuation techniques used to value each Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between

Annual Report

3. Significant Accounting Policies - continued

Security Valuation - continued

Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. Certain Funds may use foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Funds' investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Funds are informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Funds estimate the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year each Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, each Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on each Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests. The Fidelity Series International Value Fund and the Fidelity Series International Small Cap Fund are subject to a tax imposed on short term capital gains on securities of certain issuers domiciled in India. The Fidelity Series International Value Fund and the Fidelity Series International Small Cap Fund record an estimated deferred tax liability included in Other payables and accrued expenses in the accompanying Statement of Assets & Liabilities for net unrealized gains on these securities in an amount that would be payable if the securities were disposed of at period end.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), partnerships and capital loss carryforwards and losses deferred due to wash sales.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows for each Fund:

 

Tax cost

Gross
unrealized
appreciation

Gross
unrealized
depreciation

Net unrealized appreciation
(depreciation)

Fidelity Series International Growth Fund

$ 4,351,696,842

$ 610,380,406

$ (55,713,888)

$ 554,666,518

Fidelity Series International Value Fund

4,438,142,428

422,919,187

(115,668,381)

307,250,806

Fidelity Series International Small Cap Fund

762,129,201

110,342,655

(16,174,881)

94,167,774

The tax-based components of distributable earnings as of period end were as follows for each Fund:

 

Undistributed ordinary
income

Capital loss
carryforward

Net unrealized
appreciation
(depreciation)

Fidelity Series International Growth Fund

$ 21,311,176

$ (27,059,158)

$ 554,879,689

Fidelity Series International Value Fund

56,083,754

(6,804,041)

307,628,899

Fidelity Series International Small Cap Fund

8,229,201

-

94,225,765

4. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, are noted in the table below.

 

Purchases ($)

Sales ($)

Fidelity Series International Growth Fund

5,254,194,027

1,145,079,652

Fidelity Series International Value Fund

5,541,548,899

1,304,554,716

Fidelity Series International Small Cap Fund

779,008,198

72,090,852

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Funds with investment management related services for which the Funds pay a monthly management fee. The management fee is the sum of an individual fund fee rate and a group fee rate. The individual fund fee rate is applied to each Fund's average net assets. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee for Fidelity Series International Growth Fund, Fidelity Series International Value Fund and Fidelity Series International Small Cap Fund is subject to a performance adjustment (up to a maximum of ± .20% of each applicable Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of each Fund as compared to an appropriate benchmark index. Each fund's performance adjustment will not take effect until December 2010. Subsequent months will be added until the performance period includes 36 months. For the period, each Fund's annualized management fee rate expressed as a percentage of each Fund's average net assets was as follows:

 

Individual Rate

Group
Rate

Total

Fidelity Series International Growth Fund

.45%

.26%

.70%

Fidelity Series International Value Fund

.45%

.26%

.70%

Fidelity Series International Small Cap Fund

.60%

.26%

.85%

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Funds. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of each Fund except for Class F. FIIOC receives no fees for providing transfer agency services to Class F. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

Fidelity Series International Growth Fund

Amount

% of
Average
Net Assets
*

Series International Growth

$ 3,464,974

.23

Fidelity Series International Value Fund

 

 

Series International Value

$ 3,427,540

.23

Fidelity Series International Small Cap Fund

 

 

Series International Small Cap

$ 668,235

.23

* Annualized

Annual Report

5. Fees and Other Transactions with Affiliates - continued

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains each Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. Certain Funds placed a portion of their portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were as follows:

 

Amount

Fidelity Series International Growth Fund

$ 3,490

Fidelity Series International Value Fund

762

Fidelity Series International Small Cap Fund

979

Exchange In-Kind. During the period, certain investment companies managed by FMR or its affiliates (Investing Funds) completed exchanges in-kind with Fidelity Series International Growth Fund and Fidelity Series International Value Fund. The Investing Funds delivered securities in exchange for shares of each Fund, as presented in the accompanying table. The value of securities delivered from the Investing Funds is included in Shares sold transactions in Note 9. Each Fund recognized no gain or loss for federal income tax purposes.

Exchange-in-kind date

Fund

Value of securities delivered from
Investing Funds

Unrealized
appreciation
(depreciation)

Exchanged
number of
Fund shares

12/04/09

Fidelity Series International Growth Fund

$ 250,000,000

$ 26,568,361

25,227,043

12/04/09

Fidelity Series International Value Fund

250,000,000

25,137,531

25,176,234

04/23/10

Fidelity Series International Growth Fund

150,000,000

5,933,323

14,864,876

04/23/10

Fidelity Series International Value Fund

150,000,000

8,660,014

15,289,115

7/16/10

Fidelity Series International Growth Fund

250,000,000

(9,681,236)

27,166,803

7/16/10

Fidelity Series International Value Fund

250,000,000

(3,584,609)

28,994,223

Annual Report

Notes to Financial Statements - continued

5. Fees and Other Transactions with Affiliates - continued

Exchange In-Kind - continued

Exchange-in-kind date

Fund

Value of securities delivered from
Investing Funds

Unrealized
appreciation
(depreciation)

Exchanged
number of
Fund shares

10/22/10

Fidelity Series International Growth Fund

$ 381,723,801

$ 86,057,020

35,170,579

10/22/10

Fidelity Series International Value Fund

381,723,801

78,394,806

38,350,721

6. Committed Line of Credit.

Certain Funds participate with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The participating funds have agreed to pay commitment fees on their pro-rata portion of the line of credit, which are reflected in Miscellaneous expenses on the Statement of Operations, and are as follows:

Fidelity Series International Growth Fund

$ 4,540

Fidelity Series International Value Fund

4,505

Fidelity Series International Small Cap Fund

868

During the period, there were no borrowings on this line of credit.

7. Security Lending.

Certain Funds lend portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Funds. On the settlement date of the loan, each applicable Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Funds and any additional required collateral is delivered to the Funds on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and

Annual Report

7. Security Lending - continued

cash collateral at period end are disclosed on each applicable Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented on each applicable Fund's Statement of Operations as a component of income from Fidelity Central Funds. During the period, there were no securities loaned to FCM. Security lending activity as of and during the period was as follows:

 

Total Security Lending Income

Fidelity Series International Growth Fund

$ 607,006

Fidelity Series International Value Fund

1,274,850

Fidelity Series International Small Cap Fund

143,723

8. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of certain Funds provided services to these Funds in addition to trade execution. These services included payments of expenses on behalf of each applicable Fund. In addition, through arrangements with each applicable Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. All of the applicable expense reductions are noted in the table below.

 

Brokerage
Service
reduction

Custody
expense
reduction

 

 

 

Fidelity Series International Growth Fund

$ 413,887

$ 55

Fidelity Series International Value Fund

409,168

137

Fidelity Series International Small Cap Fund

111,431

30

9. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Period ended October 31,

2010 A

2010 A

Series International Growth

 

 

Shares sold

383,695,719

$ 3,683,684,745

Shares redeemed

(21,469,620)

(207,462,670)

Net increase (decrease)

362,226,099

$ 3,476,222,075

Annual Report

Notes to Financial Statements - continued

9. Share Transactions - continued

 

Shares

Dollars

Period ended October 31,

2010 A

2010 A

Class F

 

 

Shares sold

68,259,971

$ 663,568,900

Shares redeemed

(49,565)

(474,637)

Net increase (decrease)

68,210,406

$ 663,094,263

Series International Value

 

 

Shares sold

412,641,187

$ 3,772,955,102

Shares redeemed

(22,718,804)

(206,545,585)

Net increase (decrease)

389,922,383

$ 3,566,409,517

Class F

 

 

Shares sold

73,576,238

$ 673,595,109

Shares redeemed

(38,336)

(358,504)

Net increase (decrease)

73,537,902

$ 673,236,605

Series International Small Cap

 

 

Shares sold

65,438,695

$ 653,652,045

Shares redeemed

(3,884,942)

(39,646,565)

Net increase (decrease)

61,553,753

$ 614,005,480

Class F

 

 

Shares sold

11,440,459

$ 116,123,150

Shares redeemed

(17,513)

(172,450)

Net increase (decrease)

11,422,946

$ 115,950,700

A Share transactions are for the period December 3, 2009 (commencement of operations) to October 31, 2010.

10. Other.

The Funds' organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Funds. In the normal course of business, the Funds may also enter into contracts that provide general indemnifications. The Funds' maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Funds. The risk of material loss from such claims is considered remote.

At the end of the period, mutual funds managed by FMR or an FMR affiliate were the owners of record of all of the outstanding shares of the Funds.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity Series International Growth Fund:

In our opinion, the accompanying statements of assets and liabilities, including the schedules of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Series International Growth Fund (a fund of Fidelity Investment Trust ) at October 31, 2010, the results of its operations for the period indicated, the changes in its net assets for the period indicated and the financial highlights for the period indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Series International Growth Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities at October 31, 2010 by correspondence with the custodian and brokers, provides a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 16, 2010

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity Series International Value Fund and Fidelity Series International Small Cap Fund:

We have audited the accompanying statements of assets and liabilities including the schedules of investments of Fidelity Series International Value Fund and Fidelity Series International Small Cap Fund (the Funds), each a fund of Fidelity Investment Trust, as of October 31, 2010, and the related statements of operations, the statements of changes in net assets, and the financial highlights for the period from December 3, 2009 (commencement of operations) to October 31, 2010. These financial statements and financial highlights are the responsibility of the Funds' management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Funds are not required to have, nor were we engaged to perform, an audit of their internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2010, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial positions of Fidelity Series International Value Fund and Fidelity Series International Small Cap Fund as of October 31, 2010, the results of their operations , the changes in their net assets, and the financial highlights for the period from December 3, 2009 (commencement of operations) to October 31, 2010 in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 16, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and funds, as applicable, are listed below. The Board of Trustees governs each fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee each fund's activities, review contractual arrangements with companies that provide services to each fund, oversee management of the risks associated with such activities and contractual arrangements, and review each fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Funds' Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing each fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the funds, is provided below.

Annual Report

Trustees and Officers - continued

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the funds. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The funds' Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the funds' Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, each fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the funds' activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the funds' business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the funds are carried out by or through FMR, its affiliates and other service providers, the funds' exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the funds' activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the funds' Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the funds' Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Funds' Trustees."

Annual Report

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544 for Fidelity Series International Growth Fund, Fidelity Series International Value Fund, and Fidelity Series International Small Cap Fund or 1-800-835-5092 for Class F.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

Annual Report

Trustees and Officers - continued

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for each fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-
present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-
present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-
present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Annual Report

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for each fund.

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Thomas C. Hense (46)

 

Year of Election or Appointment: 2008 or 2010

Vice President of Fidelity's High Income (2008), Small Cap (2008), and Value (2010) Funds. Previously, Mr. Hense served as a portfolio manager for Fidelity's Institutional Money Management Group (Pyramis) (2003-2008).

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-
2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-
present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc.
(2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-
present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Name, Age; Principal Occupation

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-
present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of each voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Series International Growth Fund

12/13/10

12/10/10

$0.037

$0.010

Class F

12/13/10

12/10/10

$0.046

$0.010

Series International Value Fund

12/13/10

12/10/10

$0.086

$0.037

Class F

12/13/10

12/10/10

$0.097

$0.037

Series International Small Cap Fund

12/13/10

12/10/10

$0.025

$0.070

Class F

12/13/10

12/10/10

$0.038

$0.070

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research (U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investments (Japan) Limited

Fidelity Management & Research (Hong Kong) Limited

Fidelity Management & Research (Japan) Inc.

FIL Investment Advisors

FIL Investment Advisors (U.K.) Ltd.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

State Street Bank and Trust Company

Quincy, MA

elm762

GSV-S-ANN-1210
1.907943.100

Fidelity®
Total International Equity Fund

Annual Report

October 31, 2010

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Managers' review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Life of
fund
A

  Fidelity Total International Equity Fund

16.45%

-8.43%

A From November 1, 2007.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity Total International Equity Fund, a class of the fund, on November 1, 2007, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI® ACWI® (All Country World Index) ex USA Index performed over the same period.

elm1282

Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Jed Weiss and George Stairs, Co-Portfolio Managers of Fidelity® Total International Equity Fund: For the year, the fund's Retail Class shares rose 16.45%, solidly outpacing the MSCI ACWI ex USA index. Stock picking was most favorable in financials - especially among banks - and in the consumer discretionary group, with positive results also coming from information technology, consumer staples and energy. The only material detractor was telecommunication services. Geographically, the fund's allocation in emerging markets was the biggest positive. Specifically, stock picking was strong in Brazil, China and South Africa, while overweightings in Turkey and Indonesia also were helpful. Additionally, successful positioning in Japan contributed. In Europe, good security selection in the U.K., Belgium and Finland outweighed weakness in France and Switzerland, while elsewhere, the fund's stake in global U.S. companies proved beneficial. Top individual contributors included Danish health care company Novo Nordisk, U.S.-listed and Sweden-based auto-safety equipment manufacturer Autoliv, Turkish bank Turkiye Garanti Bankasi, U.K.-based mining company Rio Tinto and South African retailer Mr Price Group. Autoliv and Mr Price Group were not in the index. In contrast, the biggest detractors were French insurance company AXA, Swiss drug maker Roche Holding and Spanish telecommunications provider Telefonica.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Shareholder Expense Example - continued

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to
October 31, 2010

Class A

1.50%**

 

 

 

Actual

 

$ 1,000.00

$ 1,088.80

$ 7.90**

HypotheticalA

 

$ 1,000.00

$ 1,017.64

$ 7.63**

Class T

1.75%**

 

 

 

Actual

 

$ 1,000.00

$ 1,086.50

$ 9.20**

HypotheticalA

 

$ 1,000.00

$ 1,016.38

$ 8.89**

Class B

2.25%**

 

 

 

Actual

 

$ 1,000.00

$ 1,085.40

$ 11.83**

HypotheticalA

 

$ 1,000.00

$ 1,013.86

$ 11.42**

Class C

2.25%**

 

 

 

Actual

 

$ 1,000.00

$ 1,085.50

$ 11.83**

HypotheticalA

 

$ 1,000.00

$ 1,013.86

$ 11.42**

Total International Equity

1.25%**

 

 

 

Actual

 

$ 1,000.00

$ 1,090.20

$ 6.59**

HypotheticalA

 

$ 1,000.00

$ 1,018.90

$ 6.36**

Institutional Class

1.25%**

 

 

 

Actual

 

$ 1,000.00

$ 1,090.50

$ 6.59**

HypotheticalA

 

$ 1,000.00

$ 1,018.90

$ 6.36**

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

** If changes to voluntary expense limitations, effective November 1, 2010, had been in effect during the entire period, the annualized expense ratios and the expenses paid in the actual and hypothetical examples above would have been as follows:

 

Annualized
Expense Ratio

Expenses
Paid

Class A

1.45%

 

Actual

 

$ 7.63

HypotheticalA

 

$ 7.38

Class T

1.70%

 

Actual

 

$ 8.94

HypotheticalA

 

$ 8.64

Class B

2.20%

 

Actual

 

$ 11.57

HypotheticalA

 

$ 11.17

Class C

2.20%

 

Actual

 

$ 11.57

HypotheticalA

 

$ 11.17

Total International Equity

1.20%

 

Actual

 

$ 6.32

HypotheticalA

 

$ 6.11

Institutional Class

1.20%

 

Actual

 

$ 6.32

HypotheticalA

 

$ 6.11

A 5% return per year before expenses

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

elm707

United Kingdom 15.7%

 

elm709

Japan 11.0%

 

elm711

United States of America 7.2%

 

elm713

Switzerland 6.4%

 

elm715

France 5.4%

 

elm717

Brazil 4.5%

 

elm719

Germany 4.4%

 

elm721

Spain 3.2%

 

elm723

Australia 3.1%

 

elm725

Other 39.1%

 

elm1294

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

elm707

United Kingdom 15.8%

 

elm709

Japan 12.4%

 

elm711

Switzerland 7.1%

 

elm713

United States of America 6.2%

 

elm715

France 5.4%

 

elm717

Brazil 4.5%

 

elm719

Germany 4.2%

 

elm721

Australia 3.0%

 

elm723

Canada 3.0%

 

elm725

Other 38.4%

 

elm1306

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks and Investment Companies

97.8

98.0

Short-Term Investments and Net Other Assets

2.2

2.0

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Nestle SA (Switzerland, Food Products)

1.7

1.5

BHP Billiton PLC ADR (United Kingdom, Metals & Mining)

1.7

1.3

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

1.6

2.1

Royal Dutch Shell PLC Class A sponsored ADR (United Kingdom, Oil, Gas & Consumable Fuels)

1.5

1.5

Rio Tinto PLC (United Kingdom, Metals & Mining)

1.1

1.3

Anheuser-Busch InBev SA NV (Belgium, Beverages)

1.1

1.0

HSBC Holdings PLC (United Kingdom, Commercial Banks)

1.1

1.0

Novo Nordisk AS Series B (Denmark, Pharmaceuticals)

0.9

0.8

Anglo American PLC (United Kingdom) (United Kingdom, Metals & Mining)

0.8

0.8

Mitsui & Co. Ltd. (Japan, Trading Companies & Distributors)

0.8

0.8

 

12.3

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

25.6

25.3

Materials

12.3

12.4

Consumer Discretionary

11.6

11.7

Industrials

10.0

9.2

Consumer Staples

8.9

9.0

Energy

8.8

8.5

Information Technology

7.0

7.1

Health Care

6.3

7.0

Telecommunication Services

4.1

4.5

Utilities

2.7

3.1

Annual Report

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 96.9%

Shares

Value

Argentina - 0.1%

Banco Macro SA sponsored ADR

1,200

$ 59,820

Australia - 3.1%

Commonwealth Bank of Australia

1,288

61,701

CSL Ltd.

9,386

301,872

Leighton Holdings Ltd.

7,429

267,096

Macquarie Group Ltd.

7,610

269,876

MAp Group unit

26,561

79,362

Newcrest Mining Ltd.

633

24,780

Newcrest Mining Ltd. sponsored ADR

5,384

212,130

OZ Minerals Ltd.

108,330

166,086

Wesfarmers Ltd.

2,954

95,903

Westfield Group unit

18,847

228,578

Woolworths Ltd.

9,477

263,205

Worleyparsons Ltd.

6,016

135,258

TOTAL AUSTRALIA

2,105,847

Austria - 0.3%

Andritz AG

1,840

140,917

Erste Bank AG

700

31,587

TOTAL AUSTRIA

172,504

Bahamas (Nassau) - 0.0%

Petrominerales Ltd.

700

17,934

Bailiwick of Guernsey - 0.3%

Resolution Ltd.

40,466

169,797

Bailiwick of Jersey - 1.0%

Heritage Oil PLC

3,830

21,139

Informa PLC

31,795

222,100

Randgold Resources Ltd. sponsored ADR

2,080

195,354

United Business Media Ltd.

15,200

160,241

West China Cement Ltd. (a)

36,000

13,933

WPP PLC

7,668

89,098

TOTAL BAILIWICK OF JERSEY

701,865

Belgium - 1.4%

Anheuser-Busch InBev SA NV

12,136

760,490

Gimv NV

350

19,349

Umicore SA

4,521

212,753

TOTAL BELGIUM

992,592

Common Stocks - continued

Shares

Value

Bermuda - 1.4%

Aquarius Platinum Ltd.:

(Australia)

10,047

$ 57,776

(United Kingdom)

3,600

20,781

China Yurun Food Group Ltd.

13,000

50,566

CNPC (Hong Kong) Ltd.

38,000

48,338

Credicorp Ltd. (NY Shares)

200

25,176

Great Eagle Holdings Ltd.

7,000

20,951

Jinhui Shipping & Transportation Ltd. (a)

1,197

4,760

Lazard Ltd. Class A

2,800

103,320

Orient Overseas International Ltd.

7,000

61,364

Seadrill Ltd. (d)

12,000

363,320

Sinofert Holdings Ltd. (a)

38,000

20,100

Texwinca Holdings Ltd.

16,000

17,463

Trinity Ltd.

78,000

77,987

VimpelCom Ltd. ADR (a)

4,300

65,919

TOTAL BERMUDA

937,821

Brazil - 4.5%

AES Tiete SA (PN) (non-vtg.)

1,700

23,433

Banco ABC Brasil SA

14,100

138,911

Banco Bradesco SA (PN) sponsored ADR

10,500

218,400

Banco do Brasil SA

12,611

245,370

Banco do Estado do Rio Grande do Sul SA

1,200

13,184

Banco Santander (Brasil) SA ADR

6,800

97,920

BM&F Bovespa SA

19,700

165,016

BR Malls Participacoes SA

8,800

84,058

Brascan Residential Properties SA

2,000

10,886

Braskem SA Class A sponsored ADR

11,730

244,571

Companhia de Bebidas das Americas (AmBev) (PN) sponsored ADR

600

83,544

Companhia Siderurgica Nacional SA (CSN) sponsored ADR

5,700

96,216

Confab Industrial SA (PN) (non-vtg.)

2,000

7,230

Cyrela Brazil Realty SA

5,300

73,213

Drogasil SA

800

20,235

Eletropaulo Metropolitana SA (PN-B)

900

15,712

Estacio Participacoes SA

900

13,443

Even Construtora e Incorporadora SA

1,500

8,535

Fibria Celulose SA sponsored ADR (a)

3,157

56,700

Fleury SA

900

11,639

Gafisa SA sponsored ADR

3,930

65,985

Iguatemi Empresa de Shopping Centers SA

2,800

65,342

Itau Unibanco Banco Multiplo SA ADR

6,927

170,127

Common Stocks - continued

Shares

Value

Brazil - continued

Light SA

1,700

$ 21,405

Localiza Rent A Car SA

2,800

46,332

Lojas Renner SA

1,600

63,202

Multiplan Empreendimentos Imobiliarios SA

3,400

77,945

Natura Cosmeticos SA

1,800

51,528

Odontoprev SA

1,200

17,635

OGX Petroleo e Gas Participacoes SA (a)

9,500

124,641

PDG Realty SA Empreendimentos e Participacoes

4,900

61,264

Petroleo Brasileiro SA - Petrobras:

(ON) sponsored ADR

4,500

153,540

(PN) sponsored ADR (non-vtg.)

4,700

146,593

TIM Participacoes SA sponsored ADR (non-vtg.)

1,400

45,164

Vale SA (PN-A) sponsored ADR

8,000

229,840

Vivo Participacoes SA sponsored ADR

4,700

134,608

Weg SA

1,100

14,206

TOTAL BRAZIL

3,117,573

Canada - 2.5%

Agnico-Eagle Mines Ltd. (Canada)

2,090

162,093

Eldorado Gold Corp.

3,900

66,039

Fairfax Financial Holdings Ltd. (sub. vtg.)

165

67,493

First Quantum Minerals Ltd.

800

70,054

Goldcorp, Inc.

1,400

62,512

Niko Resources Ltd.

2,660

253,768

Open Text Corp. (a)

3,900

172,535

Pacific Rubiales Energy Corp. (a)

400

12,750

Pan American Silver Corp.

3,500

111,720

Petrobank Energy & Resources Ltd. (a)

6,400

254,707

Power Corp. of Canada (sub. vtg.)

2,900

80,924

Quadra FNX Mining Ltd. (a)

600

8,471

Sherritt International Corp.

1,600

12,440

Suncor Energy, Inc.

3,500

112,148

Toronto-Dominion Bank

3,500

252,059

Uranium One, Inc. (a)

9,500

38,842

TOTAL CANADA

1,738,555

Cayman Islands - 1.2%

3SBio, Inc. sponsored ADR (a)

1,200

18,060

Alibaba.com Ltd. (a)

32,500

63,480

China High Speed Transmission Equipment Group Co. Ltd.

26,000

53,132

China Lilang Ltd.

51,000

79,745

China Shanshui Cement Group Ltd.

49,000

34,895

Common Stocks - continued

Shares

Value

Cayman Islands - continued

Daphne International Holdings Ltd.

36,000

$ 40,221

Eurasia Drilling Co. Ltd.:

GDR (e)

400

10,200

GDR (Reg. S)

2,400

61,200

Geely Automobile Holdings Ltd.

65,000

36,646

Hengdeli Holdings Ltd.

206,000

114,278

Hidili Industry International Development Ltd.

33,000

35,166

International Mining Machinery Holdings Ltd.

26,000

22,642

Kingboard Chemical Holdings Ltd.

11,000

53,501

Kingboard Chemical Holdings Ltd. warrants 10/31/12 (a)

600

344

Shenguan Holdings Group Ltd.

10,000

13,030

Trina Solar Ltd. ADR (a)

800

21,408

Vantage Drilling Co. (a)

5,500

9,460

Wynn Macau Ltd.

64,000

141,520

TOTAL CAYMAN ISLANDS

808,928

Chile - 0.2%

Banco Santander Chile sponsored ADR

1,400

129,696

China - 2.1%

Anhui Expressway Co. Ltd. (H Shares)

16,000

12,179

Baidu.com, Inc. sponsored ADR (a)

1,800

198,018

China Communications Services Corp. Ltd. (H Shares)

36,000

20,993

China Construction Bank Corp. (H Shares)

155,000

147,776

China Hongxing Sports Ltd.

33,000

4,462

China Merchants Bank Co. Ltd. (H Shares)

84,383

239,500

China Minsheng Banking Corp. Ltd. (H Shares)

31,500

29,300

China Suntien Green Energy Corp. Ltd. (H Shares)

2,000

673

Digital China Holdings Ltd. (H Shares)

9,000

16,255

Golden Eagle Retail Group Ltd. (H Shares)

21,000

55,810

Harbin Power Equipment Co. Ltd. (H Shares)

28,000

37,713

Industrial & Commercial Bank of China Ltd. (H Shares)

411,000

330,868

Minth Group Ltd.

24,000

44,896

Nine Dragons Paper (Holdings) Ltd.

37,000

59,668

Ping An Insurance Group Co. China Ltd. (H Shares)

12,000

129,192

Weichai Power Co. Ltd. (H Shares)

2,000

26,267

Yantai Changyu Pioneer Wine Co. (B Shares)

4,890

63,024

Zhaojin Mining Industry Co. Ltd. (H Shares)

2,000

6,218

TOTAL CHINA

1,422,812

Colombia - 0.1%

Ecopetrol SA ADR

1,400

66,836

Common Stocks - continued

Shares

Value

Cyprus - 0.0%

AFI Development PLC GDR (Reg. S)

3,600

$ 4,248

Czech Republic - 0.1%

Komercni Banka AS

300

68,070

Denmark - 1.3%

Novo Nordisk AS:

Series B

948

99,523

Series B sponsored ADR

4,800

503,040

Vestas Wind Systems AS (a)

4,295

137,046

William Demant Holding AS (a)

2,010

150,663

TOTAL DENMARK

890,272

Egypt - 0.1%

Commercial International Bank Ltd. sponsored GDR

12,800

97,920

Finland - 0.9%

Metso Corp.

3,600

170,664

Nokian Tyres PLC

6,502

225,275

Outotec OYJ

4,300

200,678

TOTAL FINLAND

596,617

France - 5.4%

Alstom SA

3,947

199,142

Atos Origin SA (a)

1,272

58,806

Audika SA

1,000

24,420

AXA SA sponsored ADR

28,100

512,263

BNP Paribas SA

4,051

296,212

Christian Dior SA

700

101,249

Compagnie de St. Gobain

3,807

177,776

Credit Agricole SA

9,000

147,459

Danone

4,280

270,822

Laurent-Perrier Group

209

23,553

PPR SA

1,000

163,913

Remy Cointreau SA

1,952

137,055

Safran SA

7,114

225,494

Saft Groupe SA

629

24,025

Sanofi-Aventis sponsored ADR

6,400

224,704

Schneider Electric SA

957

135,825

Societe Generale Series A

6,910

413,682

Total SA

390

21,224

Total SA sponsored ADR

4,900

266,952

Unibail-Rodamco

1,121

233,504

Common Stocks - continued

Shares

Value

France - continued

Vetoquinol SA

200

$ 8,477

Virbac SA

100

16,092

TOTAL FRANCE

3,682,649

Georgia - 0.0%

Bank of Georgia unit (a)

1,100

18,139

Germany - 4.3%

Allianz AG sponsored ADR

7,300

91,469

alstria office REIT-AG

600

8,357

BASF AG

2,472

179,826

Bayerische Motoren Werke AG (BMW)

2,642

189,362

Bilfinger Berger Se

348

25,339

Colonia Real Estate AG (a)

2,981

19,562

CTS Eventim AG

431

24,324

Daimler AG (United States) (a)

4,700

310,200

Deutsche Boerse AG

1,650

116,080

E.ON AG

12,545

392,754

Fielmann AG

209

21,098

HeidelbergCement AG

3,700

193,501

Linde AG

2,496

359,288

MAN SE

1,266

139,164

Metro AG

1,600

112,117

Munich Re Group

1,402

219,174

Siemens AG sponsored ADR

4,200

480,102

Software AG (Bearer)

193

27,043

Volkswagen AG

566

74,314

TOTAL GERMANY

2,983,074

Greece - 0.1%

Hellenic Telecommunications Organization SA

3,227

25,770

Public Power Corp. of Greece

3,202

53,688

Terna Energy SA

3,249

13,969

TOTAL GREECE

93,427

Hong Kong - 2.8%

China Mobile (Hong Kong) Ltd.

18,000

183,822

China Resources Power Holdings Co. Ltd.

60,000

115,491

Chow Sang Sang Holdings International Ltd.

4,000

10,527

CNOOC Ltd.

142,000

296,456

CNOOC Ltd. sponsored ADR

260

54,319

Hang Lung Group Ltd.

8,000

53,101

Hong Kong Exchanges and Clearing Ltd.

14,500

319,136

Common Stocks - continued

Shares

Value

Hong Kong - continued

Hutchison Whampoa Ltd.

5,000

$ 49,282

I.T Ltd.

12,000

10,125

Shanghai Industrial Holdings Ltd.

14,000

64,480

Swire Pacific Ltd. (A Shares)

18,500

262,538

Techtronic Industries Co. Ltd.

112,500

113,933

Wharf Holdings Ltd.

56,000

367,734

TOTAL HONG KONG

1,900,944

Hungary - 0.0%

Egis Rt.

125

14,685

India - 1.8%

Bank of Baroda

8,655

205,352

Bharat Heavy Electricals Ltd.

1,225

67,587

Housing Development Finance Corp. Ltd.

6,972

108,170

Idea Cellular Ltd. (a)

13,905

21,159

Indian Oil Corp. Ltd.

1,798

16,958

Indian Overseas Bank

3,526

12,712

Infosys Technologies Ltd. sponsored ADR

1,900

128,136

Infotech Enterprises Ltd.

1,602

5,913

Infrastructure Development Finance Co. Ltd.

14,735

66,503

Jain Irrigation Systems Ltd.

9,935

52,000

JSW Steel Ltd.

2,520

76,294

Jyothy Laboratories Ltd.

2,850

17,746

LIC Housing Finance Ltd.

393

11,886

Punjab National Bank

150

4,886

Radico Khaitan Ltd.

1,989

8,023

Reliance Industries Ltd.

6,015

148,764

Rural Electrification Corp. Ltd.

7,306

61,093

Shriram Transport Finance Co. Ltd.

1,315

26,149

Tata Consultancy Services Ltd.

4,255

101,074

Tata Steel Ltd.

1,184

15,744

Ultratech Cement Ltd.

1,753

43,500

Unitech Ltd.

4,394

8,605

TOTAL INDIA

1,208,254

Indonesia - 1.4%

Indofood Sukses Makmur Tbk PT (a)

17,500

11,161

PT Astra International Tbk

14,500

92,475

PT Bank Mandiri (Persero) Tbk

32,000

25,063

PT Bank Negara Indonesia (Persero) Tbk

132,000

57,600

PT Bank Rakyat Indonesia Tbk

187,000

238,523

PT Bank Tabungan Negara Tbk

79,000

17,590

Common Stocks - continued

Shares

Value

Indonesia - continued

PT Bumi Serpong Damai Tbk

106,500

$ 10,010

PT Ciputra Development Tbk (a)

245,500

11,537

PT Delta Dunia Petroindo Tbk (a)

154,000

18,437

PT Gudang Garam Tbk

12,000

64,045

PT Indo Tambangraya Megah Tbk

7,000

35,401

PT Indocement Tunggal Prakarsa Tbk

36,000

73,712

PT Indofood Sukses Makmur Tbk

123,500

71,854

PT Kalbe Farma Tbk

67,500

20,203

PT Perusahaan Gas Negara Tbk Series B

102,000

46,221

PT Semen Gresik (Persero) Tbk

67,500

74,014

PT Tambang Batubbara Bukit Asam Tbk

6,000

13,192

PT Tower Bersama Infrastructure Tbk

101,000

28,817

PT XL Axiata Tbk (a)

75,500

48,573

TOTAL INDONESIA

958,428

Ireland - 0.5%

CRH PLC sponsored ADR

12,904

228,014

James Hardie Industries NV sponsored ADR (a)

4,465

118,680

TOTAL IRELAND

346,694

Israel - 0.2%

Azrieli Group

582

15,002

Ituran Location & Control Ltd.

492

7,651

Teva Pharmaceutical Industries Ltd. sponsored ADR

2,500

129,750

TOTAL ISRAEL

152,403

Italy - 1.7%

Azimut Holdings SpA

18,707

190,799

ENI SpA

3,000

67,535

Fiat SpA

14,000

236,880

Interpump Group SpA (a)

4,425

28,862

Intesa Sanpaolo SpA

99,944

351,492

Saipem SpA

2,714

120,580

UniCredit SpA

60,101

156,634

TOTAL ITALY

1,152,782

Japan - 11.0%

ABC-Mart, Inc.

2,100

71,427

Aisin Seiki Co. Ltd.

4,400

138,173

Aozora Bank Ltd.

10,000

16,776

Asahi Co. Ltd.

500

7,394

Autobacs Seven Co. Ltd.

3,900

146,123

Credit Saison Co. Ltd.

2,700

38,296

Common Stocks - continued

Shares

Value

Japan - continued

Daikoku Denki Co. Ltd.

1,200

$ 13,570

Daikokutenbussan Co. Ltd.

800

28,035

Denso Corp.

13,800

429,154

East Japan Railway Co.

2,700

166,735

Fanuc Ltd.

2,300

332,970

Fast Retailing Co. Ltd.

900

117,892

FCC Co. Ltd.

1,000

21,461

Fukuoka (REIT) Investment Fund

2

13,421

GCA Savvian Group Corp. (a)

14

13,275

Glory Ltd.

400

8,823

Goldcrest Co. Ltd.

410

8,850

Honda Motor Co. Ltd.

4,500

162,220

Japan Retail Fund Investment Corp.

103

160,893

Japan Steel Works Ltd.

15,000

143,116

Japan Tobacco, Inc.

14

43,494

JSR Corp.

4,300

74,436

Kamigumi Co. Ltd.

2,000

15,633

Keyence Corp.

810

200,814

Kobayashi Pharmaceutical Co. Ltd.

4,200

195,725

Konica Minolta Holdings, Inc.

8,500

82,135

Kyoto Kimono Yuzen Co. Ltd.

900

9,786

Meiko Network Japan Co. Ltd.

900

7,505

Miraca Holdings, Inc.

1,900

68,378

Miraial Co. Ltd.

300

7,356

Mitsubishi UFJ Financial Group, Inc.

83,900

389,380

Mitsui & Co. Ltd.

35,100

552,032

MS&AD Insurance Group Holdings, Inc.

4,190

100,379

Nabtesco Corp.

1,600

28,334

Nachi-Fujikoshi Corp.

7,000

20,964

Nagaileben Co. Ltd.

300

7,113

Nihon Parkerizing Co. Ltd.

1,000

13,135

Nippon Electric Glass Co. Ltd.

16,000

205,661

Nippon Seiki Co. Ltd.

2,000

20,256

Nippon Telegraph & Telephone Corp.

1,400

63,141

Nippon Thompson Co. Ltd.

20,000

138,685

Nitto Kohki Co. Ltd.

300

7,072

Obic Co. Ltd.

700

129,266

ORIX Corp.

2,420

220,738

Osaka Securities Exchange Co. Ltd.

32

161,054

OSG Corp.

1,400

14,632

Promise Co. Ltd.

8,950

37,482

Ricoh Co. Ltd.

5,000

69,943

Common Stocks - continued

Shares

Value

Japan - continued

SAZABY, Inc.

400

$ 7,456

Seven & i Holdings Co., Ltd.

3,000

69,639

Shiseido Co. Ltd.

7,100

148,231

SHO-BOND Holdings Co. Ltd.

3,500

74,897

Shoei Co. Ltd.

600

5,436

SOFTBANK CORP.

2,400

77,076

Sumitomo Corp.

22,900

289,933

Sumitomo Metal Industries Ltd.

27,000

62,667

Sumitomo Mitsui Financial Group, Inc.

7,500

223,858

The Nippon Synthetic Chemical Industry Co. Ltd.

1,000

5,866

THK Co. Ltd.

700

13,466

Toho Holdings Co. Ltd.

1,200

16,806

Tokio Marine Holdings, Inc.

4,000

112,463

Tokyo Electron Ltd.

2,400

135,416

Tokyo Gas Co. Ltd.

66,000

310,523

Toyota Motor Corp.

10,800

382,539

Tsumura & Co.

600

18,462

Tsutsumi Jewelry Co. Ltd.

400

9,420

USS Co. Ltd.

4,100

318,951

West Japan Railway Co.

19

70,537

Xebio Co. Ltd.

400

7,854

Yamada Denki Co. Ltd.

1,400

90,990

Yamatake Corp.

600

14,607

Yamato Kogyo Co. Ltd.

6,900

176,980

TOTAL JAPAN

7,567,206

Kazakhstan - 0.1%

KazMunaiGas Exploration & Production JSC (Reg. S) GDR

1,900

32,680

Korea (South) - 2.7%

Busan Bank

1,850

23,032

CJ Corp.

645

45,486

Daegu Bank Co. Ltd.

1,700

22,299

Daelim Industrial Co.

450

36,656

Doosan Co. Ltd.

158

21,287

GS Holdings Corp.

640

33,579

Hanjin Heavy Industries & Consolidated Co. Ltd.

1,090

41,584

Honam Petrochemical Corp.

295

65,060

Hyundai Department Store Co. Ltd.

153

16,940

Hyundai Heavy Industries Co. Ltd.

267

87,021

Hyundai Mobis

495

123,255

Hyundai Motor Co.

1,177

177,937

Industrial Bank of Korea

5,500

78,991

Common Stocks - continued

Shares

Value

Korea (South) - continued

Kia Motors Corp.

2,440

$ 97,426

KT Corp.

1,220

48,100

LG Chemical Ltd.

150

46,287

Lumens Co. Ltd. (a)

1,889

16,799

NCsoft Corp.

296

65,149

NHN Corp. (a)

1,207

214,136

Samsung Electronics Co. Ltd.

519

343,846

Shinhan Financial Group Co. Ltd.

5,240

202,936

Shinhan Financial Group Co. Ltd. sponsored ADR

300

23,331

Tong Yang Securities, Inc.

2,260

22,811

Young Poong Precision Corp.

570

6,666

TOTAL KOREA (SOUTH)

1,860,614

Lebanon - 0.0%

BLOM Bank SAL GDR

500

4,600

Luxembourg - 0.5%

ArcelorMittal SA:

(Netherlands)

2,449

79,226

Class A unit

5,200

168,376

Evraz Group SA GDR (a)

1,900

57,608

GlobeOp Financial Services SA

2,300

11,248

Millicom International Cellular SA

500

47,300

TOTAL LUXEMBOURG

363,758

Malaysia - 0.1%

AirAsia Bhd (a)

20,300

16,117

Axiata Group Bhd (a)

35,000

50,514

RHB Capital BHD

5,200

13,422

Top Glove Corp. Bhd

11,500

20,331

TOTAL MALAYSIA

100,384

Mexico - 0.9%

America Movil SAB de CV Series L sponsored ADR

4,300

246,218

Banco Compartamos SA de CV

6,300

44,629

Genomma Lab Internacional SA de CV (a)

7,000

15,207

Wal-Mart de Mexico SA de CV Series V

106,200

290,469

TOTAL MEXICO

596,523

Netherlands - 2.5%

Aalberts Industries NV

1,500

27,394

ASM International NV unit (a)

6,035

154,194

ASML Holding NV

6,500

215,735

Common Stocks - continued

Shares

Value

Netherlands - continued

Gemalto NV

3,301

$ 150,289

Heijmans NV unit (a)

710

13,386

ING Groep NV:

(Certificaten Van Aandelen) unit (a)

19,510

208,679

sponsored ADR (a)

25,300

272,734

Koninklijke Ahold NV

6,433

88,885

Koninklijke KPN NV

19,438

324,564

QIAGEN NV (a)

6,800

127,908

Randstad Holdings NV (a)

2,303

109,594

TOTAL NETHERLANDS

1,693,362

Nigeria - 0.1%

Guaranty Trust Bank PLC GDR (Reg. S)

5,825

42,290

Norway - 0.4%

Aker Solutions ASA

12,453

189,580

Det Norske Oljeselskap ASA (DNO) (A Shares) (a)

7,400

11,619

DnB NOR ASA

4,300

59,004

Sevan Marine ASA (a)

10,000

13,474

TOTAL NORWAY

273,677

Papua New Guinea - 0.0%

Oil Search Ltd.

1,312

8,200

Peru - 0.2%

Compania de Minas Buenaventura SA sponsored ADR

2,600

137,904

Philippines - 0.0%

Jollibee Food Corp.

3,500

7,220

Megaworld Corp.

70,000

4,177

TOTAL PHILIPPINES

11,397

Poland - 0.0%

Bank Handlowy w Warszawie SA

511

16,134

Portugal - 0.5%

Energias de Portugal SA

52,028

199,012

Jeronimo Martins SGPS SA

10,525

157,873

TOTAL PORTUGAL

356,885

Qatar - 0.0%

Commercial Bank of Qatar GDR (Reg. S)

6,707

30,733

Russia - 1.6%

Cherkizovo Group OJSC GDR (a)

1,018

20,740

LSR Group OJSC GDR (Reg. S) (a)

1,800

15,300

Magnit OJSC GDR (Reg. S)

3,100

82,894

Common Stocks - continued

Shares

Value

Russia - continued

Mechel Steel Group OAO sponsored ADR

5,300

$ 124,815

OAO Gazprom sponsored ADR

3,800

83,030

OAO NOVATEK GDR

1,300

124,345

OAO Raspadskaya (a)

2,100

12,228

OAO Tatneft sponsored ADR

2,400

75,720

OJSC MMC Norilsk Nickel sponsored ADR

4,484

83,627

OJSC Oil Company Rosneft GDR (Reg. S)

16,800

117,096

Polymetal JSC GDR (Reg. S) (a)

3,900

61,620

Protek (a)

705

1,280

RusHydro JSC sponsored ADR (a)

10,400

53,820

Sberbank (Savings Bank of the Russian Federation)

34,200

112,391

Sberbank (Savings Bank of the Russian Federation) GDR

150

56,354

Severstal JSC (a)

1,200

16,377

Sistema JSFC sponsored GDR

2,200

56,760

TGK-1 OAO (a)

17,098,600

11,866

TOTAL RUSSIA

1,110,263

Singapore - 1.3%

Allgreen Properties Ltd.

21,000

19,308

City Developments Ltd.

8,000

78,622

DBS Group Holdings Ltd.

5,226

56,124

Keppel Corp. Ltd.

5,000

38,554

Keppel Land Ltd.

3,000

10,268

Singapore Exchange Ltd.

29,700

201,932

Straits Asia Resources Ltd.

23,000

40,694

United Overseas Bank Ltd.

18,943

272,810

Wing Tai Holdings Ltd.

57,000

77,069

Yanlord Land Group Ltd.

91,000

120,930

TOTAL SINGAPORE

916,311

South Africa - 2.3%

African Bank Investments Ltd.

13,600

69,776

African Rainbow Minerals Ltd.

11,850

302,312

AngloGold Ashanti Ltd.

1,600

75,040

AngloGold Ashanti Ltd. sponsored ADR

900

42,399

Aspen Pharmacare Holdings Ltd.

3,700

49,386

Clicks Group Ltd.

33,784

220,402

Foschini Ltd.

4,920

59,721

Impala Platinum Holdings Ltd.

1,700

48,051

Imperial Holdings Ltd.

120

1,957

JSE Ltd.

10,100

113,904

Mr Price Group Ltd.

27,800

252,639

Common Stocks - continued

Shares

Value

South Africa - continued

Mvelaphanda Resources Ltd. (a)

8,322

$ 54,410

Shoprite Holdings Ltd.

4,600

65,023

Standard Bank Group Ltd.

7,537

111,144

Wilson Bayly Holmes-Ovcon Ltd.

1,000

19,326

Woolworths Holdings Ltd.

16,241

63,642

TOTAL SOUTH AFRICA

1,549,132

Spain - 3.2%

Banco Bilbao Vizcaya Argentaria SA sponsored ADR

30,294

398,366

Banco Santander SA

12,015

154,180

Banco Santander SA sponsored ADR

28,700

367,647

Gestevision Telecinco SA

2,300

29,334

Grifols SA

446

7,221

Iberdrola SA

41,442

349,447

Inditex SA

2,780

232,133

Prosegur Compania de Seguridad SA (Reg.)

2,951

176,812

Red Electrica Corporacion SA

1,300

65,292

Telefonica SA sponsored ADR

5,040

408,946

TOTAL SPAIN

2,189,378

Sweden - 0.7%

H&M Hennes & Mauritz AB (B Shares)

8,382

295,307

Intrum Justitia AB

1,200

16,523

Swedish Match Co.

3,900

108,975

Telefonaktiebolaget LM Ericsson (B Shares)

6,834

75,136

TOTAL SWEDEN

495,941

Switzerland - 6.4%

Bank Sarasin & Co. Ltd. Series B (Reg.)

1,098

40,156

Credit Suisse Group sponsored ADR

3,160

131,140

Lonza Group AG

313

27,394

Nestle SA

21,540

1,179,467

Novartis AG sponsored ADR

8,400

486,780

Roche Holding AG (participation certificate)

7,328

1,075,731

Sonova Holding AG Class B

2,658

307,830

The Swatch Group AG:

(Bearer)

680

259,814

(Reg.)

189

13,133

Transocean Ltd. (a)

2,920

185,011

UBS AG (a)

4,073

69,169

Common Stocks - continued

Shares

Value

Switzerland - continued

UBS AG (NY Shares) (a)

6,900

$ 117,438

Zurich Financial Services AG

1,946

476,245

TOTAL SWITZERLAND

4,369,308

Taiwan - 1.4%

Advanced Semiconductor Engineering, Inc.

10,999

9,576

Advanced Semiconductor Engineering, Inc. sponsored ADR

9,899

43,853

Alpha Networks, Inc.

20,000

17,775

Asia Cement Corp.

49,440

50,967

AU Optronics Corp. (a)

45,000

44,920

Chroma ATE, Inc.

9,150

23,559

Farglory Land Development Co. Ltd.

8,000

19,866

Formosa Plastics Corp.

37,000

106,146

Fubon Financial Holding Co. Ltd.

59,846

73,329

Hon Hai Precision Industry Co. Ltd. (Foxconn)

18,858

71,476

HTC Corp.

6,300

142,241

Huaku Development Co. Ltd.

6,000

16,644

Macronix International Co. Ltd.

103,000

63,439

Pegatron Corp. (a)

21,000

28,441

Ruentex Development Co. Ltd.

6,000

9,959

Taishin Financial Holdings Co. Ltd.

153,180

67,068

Taiwan Cement Corp.

26,000

27,695

Taiwan Semiconductor Manufacturing Co. Ltd.

27,035

55,649

Unimicron Technology Corp.

7,000

11,916

Wistron Corp.

35,510

72,981

TOTAL TAIWAN

957,500

Thailand - 0.5%

Advanced Info Service PCL (For. Reg.)

15,700

47,194

Banpu PCL:

unit

300

7,756

(For. Reg.)

2,000

51,703

BEC World PCL (For. Reg.)

20,800

23,100

Siam Commercial Bank PCL (For. Reg.)

53,300

182,473

Total Access Communication PCL (For. Reg.)

200

281

TOTAL THAILAND

312,507

Turkey - 1.4%

Albaraka Turk Katilim Bankasi AS

10,000

20,079

Anadolu Efes Biracilik ve Malt Sanayii AS

8,000

127,728

Asya Katilim Bankasi AS

30,000

77,390

Coca-Cola Icecek AS

10,400

133,417

Enka Insaat ve Sanayi AS

5,666

25,875

Common Stocks - continued

Shares

Value

Turkey - continued

Sinpas Gayrimenkul Yatirim Ortakligi AS (a)

11,000

$ 16,719

Tofas Turk Otomobil Fabrikasi AS

8,511

47,175

Turk Hava Yollari AO

21,714

90,078

Turkiye Garanti Bankasi AS

61,700

378,554

Turkiye Halk Bankasi AS

7,000

70,766

TOTAL TURKEY

987,781

United Arab Emirates - 0.1%

DP World Ltd.

62,496

37,435

United Kingdom - 15.7%

Aberdeen Asset Management PLC

27,018

76,964

Aegis Group PLC

48,438

97,549

AMEC PLC

1,055

18,356

Anglo American PLC (United Kingdom)

12,031

560,531

AstraZeneca PLC sponsored ADR

1,900

95,874

Aviva PLC

17,072

108,860

Babcock International Group PLC

16,100

149,609

BAE Systems PLC

39,000

215,382

Barclays PLC

57,875

254,296

Bellway PLC

1,728

14,784

BG Group PLC

26,887

523,601

BHP Billiton PLC ADR

16,300

1,154,040

BP PLC sponsored ADR

13,100

534,873

British Airways PLC (a)

13,000

56,381

Britvic PLC

3,000

23,186

Centrica PLC

15,575

82,895

Cobham PLC

25,400

94,249

Dechra Pharmaceuticals PLC

1,300

11,039

Derwent London PLC

500

12,176

GlaxoSmithKline PLC sponsored ADR

8,500

331,840

Great Portland Estates PLC

3,972

21,987

H&T Group PLC

2,891

16,165

Hikma Pharmaceuticals PLC

3,478

43,798

HSBC Holdings PLC:

(United Kingdom)

25,682

267,256

sponsored ADR

9,251

482,070

Imperial Tobacco Group PLC

6,811

218,136

InterContinental Hotel Group PLC ADR

12,590

243,617

International Power PLC

9,989

66,784

Johnson Matthey PLC

6,192

189,879

Man Group PLC

9,279

38,771

Meggitt PLC

5,952

31,478

Common Stocks - continued

Shares

Value

United Kingdom - continued

Micro Focus International PLC

2,500

$ 15,293

Misys PLC (a)

11,200

50,495

Mothercare PLC

9,299

78,291

Persimmon PLC

1,737

9,490

Prudential PLC

16,571

167,579

Reckitt Benckiser Group PLC

4,738

265,001

Rio Tinto PLC

5,196

337,440

Rio Tinto PLC sponsored ADR

6,560

427,187

Rotork PLC

500

13,418

Royal Dutch Shell PLC Class A sponsored ADR

15,300

993,429

Serco Group PLC

27,871

274,173

Shaftesbury PLC

17,833

127,427

Spectris PLC

1,649

29,828

Spirax-Sarco Engineering PLC

1,404

40,692

Standard Chartered PLC:

rights 11/5/10 (a)

2,079

17,504

(United Kingdom)

16,639

481,313

Ted Baker PLC

2,175

21,431

Tesco PLC

54,583

373,281

Ultra Electronics Holdings PLC

800

23,853

Unite Group PLC (a)

25,402

84,651

Vedanta Resources PLC

4,000

132,978

Victrex PLC

4,318

89,312

Vodafone Group PLC sponsored ADR

19,400

533,694

Wolseley PLC (a)

3,963

105,589

Xstrata PLC

2,900

56,196

TOTAL UNITED KINGDOM

10,785,971

United States of America - 4.5%

Advanced Energy Industries, Inc. (a)

1,581

22,703

Allergan, Inc.

1,400

101,374

Autoliv, Inc.

3,750

267,375

Berkshire Hathaway, Inc. Class B (a)

1,550

123,318

CTC Media, Inc.

1,600

37,760

Cymer, Inc. (a)

2,350

86,833

Dril-Quip, Inc. (a)

230

15,893

eBay, Inc. (a)

2,000

59,620

Evercore Partners, Inc. Class A

380

11,537

Freeport-McMoRan Copper & Gold, Inc.

600

56,808

Google, Inc. Class A (a)

200

122,598

ION Geophysical Corp. (a)

16,371

80,054

JPMorgan Chase & Co.

2,663

100,209

Common Stocks - continued

Shares

Value

United States of America - continued

Juniper Networks, Inc. (a)

13,740

$ 445,039

Kansas City Southern (a)

680

29,798

Lam Research Corp. (a)

197

9,021

Martin Marietta Materials, Inc.

880

70,822

Mead Johnson Nutrition Co. Class A

3,400

199,988

Mohawk Industries, Inc. (a)

2,670

153,098

Oceaneering International, Inc. (a)

140

8,662

Philip Morris International, Inc.

2,300

134,550

PriceSmart, Inc.

1,800

52,794

ResMed, Inc. (a)

5,360

170,823

Solera Holdings, Inc.

200

9,610

Solutia, Inc. (a)

484

8,765

Union Pacific Corp.

2,300

201,664

Visa, Inc. Class A

6,594

515,453

TOTAL UNITED STATES OF AMERICA

3,096,169

TOTAL COMMON STOCKS

(Cost $63,165,472)

66,515,229

Nonconvertible Preferred Stocks - 0.4%

 

 

 

 

Germany - 0.1%

Volkswagen AG

200

30,055

Italy - 0.3%

Fiat SpA (Risparmio Shares)

7,800

91,656

Telecom Italia SpA (Risparmio Shares)

104,200

127,820

TOTAL ITALY

219,476

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $240,073)

249,531

Investment Companies - 0.5%

 

 

 

 

United States of America - 0.5%

iShares MSCI ACWI ex US Index ETF
(Cost $347,161)

8,000

342,000

Money Market Funds - 0.5%

 

 

 

 

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)
(Cost $355,537)

355,537

355,537

Cash Equivalents - 1.6%

Maturity Amount

Value

Investments in repurchase agreements in a joint trading account at 0.22%, dated 10/29/10 due 11/1/10 (Collateralized by U.S. Treasury Obligations) #
(Cost $1,074,000)

$ 1,074,019

$ 1,074,000

TOTAL INVESTMENT PORTFOLIO - 99.9%

(Cost $65,182,243)

68,536,297

NET OTHER ASSETS (LIABILITIES) - 0.1%

100,928

NET ASSETS - 100%

$ 68,637,225

Security Type Abbreviations

ETF

-

Exchange-Traded Funds

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $10,200 or 0.0% of net assets.

# Additional information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty

Value

$1,074,000 due 11/01/10 at 0.22%

BNP Paribas Securities Corp.

$ 178,969

Barclays Capital, Inc.

268,288

Credit Agricole Securities (USA), Inc.

46,262

Credit Suisse Securities (USA) LLC

49,440

Deutsche Bank Securities, Inc.

82,975

HSBC Securities (USA), Inc.

82,975

J.P. Morgan Securities, Inc.

221,267

Mizuho Securities USA, Inc.

55,317

Societe Generale, New York Branch

55,317

UBS Securities LLC

27,658

Wells Fargo Securities LLC

5,532

 

$ 1,074,000

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Securities Lending Cash Central Fund

$ 17,945

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United Kingdom

$ 10,785,971

$ 9,650,540

$ 1,135,431

$ -

Japan

7,567,206

2,787,776

4,779,430

-

Switzerland

4,369,308

4,300,139

69,169

-

France

3,682,649

3,661,425

21,224

-

Brazil

3,117,573

3,117,573

-

-

United States of America

3,096,169

3,096,169

-

-

Germany

3,013,129

3,013,129

-

-

Spain

2,189,378

2,035,198

154,180

-

Australia

2,105,847

2,105,847

-

-

Other

26,837,530

25,140,942

1,696,588

-

Investment Companies

342,000

342,000

-

-

Money Market Funds

355,537

355,537

-

-

Cash Equivalents

1,074,000

-

1,074,000

-

Total Investments in Securities:

$ 68,536,297

$ 59,606,275

$ 8,930,022

$ -

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Investments in Securities:

Beginning Balance

$ 369

Total Realized Gain (Loss)

(25,822)

Total Unrealized Gain (Loss)

25,854

Cost of Purchases

-

Proceeds of Sales

(401)

Amortization/Accretion

-

Transfers in to Level 3

-

Transfers out of Level 3

-

Ending Balance

$ -

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at October 31, 2010

$ -

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $24,325,764 of which $8,618,800 and $15,706,964 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $337,322 and repurchase agreements of $1,074,000) - See accompanying schedule:

Unaffiliated issuers (cost $64,826,706)

$ 68,180,760

 

Fidelity Central Funds (cost $355,537)

355,537

 

Total Investments (cost $65,182,243)

 

$ 68,536,297

Cash

2,825

Foreign currency held at value (cost $238,396)

238,365

Receivable for investments sold

225,351

Receivable for fund shares sold

93,567

Dividends receivable

171,941

Distributions receivable from Fidelity Central Funds

52

Receivable from investment adviser for expense reductions

65,182

Other receivables

3,697

Total assets

69,337,277

 

 

 

Liabilities

Payable for investments purchased

$ 107,723

Payable for fund shares redeemed

67,777

Accrued management fee

38,219

Distribution and service plan fees payable

2,988

Other affiliated payables

18,211

Other payables and accrued expenses

109,597

Collateral on securities loaned, at value

355,537

Total liabilities

700,052

 

 

 

Net Assets

$ 68,637,225

Net Assets consist of:

 

Paid in capital

$ 89,611,259

Undistributed net investment income

724,017

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(25,059,753)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

3,361,702

Net Assets

$ 68,637,225

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share ($5,029,222 ÷ 683,520 shares)

$ 7.36

 

 

 

Maximum offering price per share (100/94.25 of $7.36)

$ 7.81

Class T:
Net Asset Value
and redemption price per share ($1,003,572 ÷ 135,346 shares)

$ 7.41

 

 

 

Maximum offering price per share (100/96.50 of $7.41)

$ 7.68

Class B:
Net Asset Value
and offering price per share ($327,327 ÷ 44,417 shares)A

$ 7.37

 

 

 

Class C:
Net Asset Value
and offering price per share ($1,422,646 ÷ 193,344 shares)A

$ 7.36

 

 

 

Total International Equity:
Net Asset Value
, offering price and redemption price per share ($60,826,332 ÷ 8,257,843 shares)

$ 7.37

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($28,126 ÷ 3,827 shares)

$ 7.35

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 1,628,770

Interest

 

1,411

Income from Fidelity Central Funds

 

17,945

Income before foreign taxes withheld

 

1,648,126

Less foreign taxes withheld

 

(137,196)

Total income

 

1,510,930

 

 

 

Expenses

Management fee
Basic fee

$ 407,616

Performance adjustment

(31,057)

Transfer agent fees

168,397

Distribution and service plan fees

32,016

Accounting and security lending fees

29,939

Custodian fees and expenses

283,045

Independent trustees' compensation

315

Registration fees

81,296

Audit

89,169

Legal

347

Miscellaneous

625

Total expenses before reductions

1,061,708

Expense reductions

(324,723)

736,985

Net investment income (loss)

773,945

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

1,923,248

Foreign currency transactions

(17,111)

Total net realized gain (loss)

 

1,906,137

Change in net unrealized appreciation (depreciation) on:

Investment securities

5,446,085

Assets and liabilities in foreign currencies

1,641

Total change in net unrealized appreciation (depreciation)

 

5,447,726

Net gain (loss)

7,353,863

Net increase (decrease) in net assets resulting from operations

$ 8,127,808

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 773,945

$ 445,721

Net realized gain (loss)

1,906,137

(15,995,813)

Change in net unrealized appreciation (depreciation)

5,447,726

25,959,338

Net increase (decrease) in net assets resulting
from operations

8,127,808

10,409,246

Distributions to shareholders from net investment income

(411,223)

(859,670)

Distributions to shareholders from net realized gain

(169,935)

-

Total distributions

(581,158)

(859,670)

Share transactions - net increase (decrease)

18,410,630

(6,640,043)

Redemption fees

6,300

1,869

Total increase (decrease) in net assets

25,963,580

2,911,402

 

 

 

Net Assets

Beginning of period

42,673,645

39,762,243

End of period (including undistributed net investment income of $724,017 and undistributed net investment income of $385,749, respectively)

$ 68,637,225

$ 42,673,645

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009

2008 F

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 6.40

$ 4.90

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) C

  .08

  .06

  .11

Net realized and unrealized gain (loss)

  .95

  1.55

  (5.21)

Total from investment operations

  1.03

  1.61

  (5.10)

Distributions from net investment income

  (.04)

  (.11)

  -

Distributions from net realized gain

  (.03)

  -

  -

Total distributions

  (.07)

  (.11)

  -

Redemption fees added to paid in capital C, H

  -

  -

  -

Net asset value, end of period

$ 7.36

$ 6.40

$ 4.90

Total Return A, B

  16.17%

  33.87%

  (51.00)%

Ratios to Average Net Assets D, G

 

 

 

Expenses before reductions

  2.02%

  2.09%

  2.00%

Expenses net of fee waivers, if any

  1.50%

  1.50%

  1.50%

Expenses net of all reductions

  1.47%

  1.47%

  1.48%

Net investment income (loss)

  1.15%

  1.13%

  1.35%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 5,029

$ 3,727

$ 5,944

Portfolio turnover rate E

  67%

  98%

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F For the period November 1, 2007 (commencement of operations) to October 31, 2008.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,

2010

2009

2008 F

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 6.40

$ 4.88

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) C

  .06

  .04

  .09

Net realized and unrealized gain (loss)

  .95

  1.57

  (5.21)

Total from investment operations

  1.01

  1.61

  (5.12)

Distributions from net investment income

  -

  (.09)

  -

Redemption fees added to paid in capital C, H

  -

  -

  -

Net asset value, end of period

$ 7.41

$ 6.40

$ 4.88

Total Return A, B

  15.78%

  33.74%

  (51.20)%

Ratios to Average Net Assets D, G

 

 

 

Expenses before reductions

  2.31%

  2.34%

  2.42%

Expenses net of fee waivers, if any

  1.75%

  1.75%

  1.75%

Expenses net of all reductions

  1.72%

  1.72%

  1.73%

Net investment income (loss)

  .90%

  .88%

  1.10%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 1,004

$ 1,526

$ 2,567

Portfolio turnover rate E

  67%

  98%

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F For the period November 1, 2007 (commencement of operations) to October 31, 2008.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009

2008 F

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 6.39

$ 4.86

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) C

  .03

  .02

  .05

Net realized and unrealized gain (loss)

  .95

  1.56

  (5.19)

Total from investment operations

  .98

  1.58

  (5.14)

Distributions from net investment income

  -

  (.05)

  -

Redemption fees added to paid in capital C, H

  -

  -

  -

Net asset value, end of period

$ 7.37

$ 6.39

$ 4.86

Total Return A, B

  15.34%

  32.95%

  (51.40)%

Ratios to Average Net Assets D, G

 

 

 

Expenses before reductions

  2.81%

  2.82%

  2.92%

Expenses net of fee waivers, if any

  2.25%

  2.25%

  2.25%

Expenses net of all reductions

  2.22%

  2.22%

  2.24%

Net investment income (loss)

  .40%

  .38%

  .60%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 327

$ 1,337

$ 2,505

Portfolio turnover rate E

  67%

  98%

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F For the period November 1, 2007 (commencement of operations) to October 31, 2008.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,

2010

2009

2008 F

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 6.39

$ 4.86

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) C

  .03

  .02

  .05

Net realized and unrealized gain (loss)

  .94

  1.56

  (5.19)

Total from investment operations

  .97

  1.58

  (5.14)

Distributions from net investment income

  -

  (.05)

  -

Redemption fees added to paid in capital C, H

  -

  -

  -

Net asset value, end of period

$ 7.36

$ 6.39

$ 4.86

Total Return A, B

  15.18%

  33.10%

  (51.40)%

Ratios to Average Net Assets D, G

 

 

 

Expenses before reductions

  2.80%

  2.85%

  2.92%

Expenses net of fee waivers, if any

  2.25%

  2.25%

  2.25%

Expenses net of all reductions

  2.22%

  2.22%

  2.23%

Net investment income (loss)

  .40%

  .38%

  .60%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 1,423

$ 1,714

$ 2,787

Portfolio turnover rate E

  67%

  98%

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F For the period November 1, 2007 (commencement of operations) to October 31, 2008.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Total International Equity

Years ended October 31,

2010

2009

2008 E

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 6.41

$ 4.91

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) B

  .09

  .07

  .13

Net realized and unrealized gain (loss)

  .96

  1.55

  (5.21)

Total from investment operations

  1.05

  1.62

  (5.08)

Distributions from net investment income

  (.06)

  (.12)

  (.01)

Distributions from net realized gain

  (.03)

  -

  -

Total distributions

  (.09)

  (.12)

  (.01)

Redemption fees added to paid in capital B, G

  -

  -

  -

Net asset value, end of period

$ 7.37

$ 6.41

$ 4.91

Total Return A

  16.45%

  34.23%

  (50.87)%

Ratios to Average Net Assets C, F

 

 

 

Expenses before reductions

  1.79%

  1.87%

  1.89%

Expenses net of fee waivers, if any

  1.25%

  1.25%

  1.25%

Expenses net of all reductions

  1.22%

  1.22%

  1.23%

Net investment income (loss)

  1.40%

  1.38%

  1.60%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 60,826

$ 33,061

$ 23,226

Portfolio turnover rate D

  67%

  98%

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E For the period November 1, 2007 (commencement of operations) to October 31, 2008.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009

2008 E

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 6.41

$ 4.91

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) B

  .10

  .07

  .13

Net realized and unrealized gain (loss)

  .95

  1.55

  (5.21)

Total from investment operations

  1.05

  1.62

  (5.08)

Distributions from net investment income

  (.08)

  (.12)

  (.01)

Distributions from net realized gain

  (.03)

  -

  -

Total distributions

  (.11)

  (.12)

  (.01)

Redemption fees added to paid in capital B, G

  -

  -

  -

Net asset value, end of period

$ 7.35

$ 6.41

$ 4.91

Total Return A

  16.48%

  34.23%

  (50.87)%

Ratios to Average Net Assets C, F

 

 

 

Expenses before reductions

  1.82%

  1.80%

  1.91%

Expenses net of fee waivers, if any

  1.25%

  1.25%

  1.25%

Expenses net of all reductions

  1.23%

  1.22%

  1.23%

Net investment income (loss)

  1.40%

  1.38%

  1.60%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 28

$ 1,308

$ 2,733

Portfolio turnover rate D

  67%

  98%

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E For the period November 1, 2007 (commencement of operations) to October 31, 2008.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Total International Equity Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Total International Equity and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

Annual Report

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Security Valuation - continued

quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

ETFs are valued at their last sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day but the exchange reports a closing bid level, ETFs are valued at the closing bid and would be categorized as Level 1 in the hierarchy. In the event there was no closing bid, ETFs may be valued by another method that the Board of Trustees believes reflects fair value in accordance with the Board's fair value pricing policies and may be categorized as Level 2 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Book-tax differences are primarily due to the short-term gain distributions from the Underlying Funds, foreign currency transactions, passive foreign investment companies (PFIC), partnerships, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 8,591,290

Gross unrealized depreciation

(6,168,619)

Net unrealized appreciation (depreciation)

$ 2,422,671

 

 

Tax Cost

$ 66,113,626

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 921,411

Capital loss carryforward

$ (24,325,764)

Net unrealized appreciation (depreciation)

$ 2,430,319

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 581,158

$ 859,670

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Funds and accounted for as an addition to paid in capital.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the SEC which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the

Annual Report

4. Operating Policies - continued

Repurchase Agreements - continued

counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $54,337,237 and $37,096,392, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of Total International Equity as compared to an appropriate benchmark index. The Fund's performance adjustment took effect in November 2008. Subsequent months will be added until the performance period includes 36 months. For the period, the total annual management fee rate, including the performance adjustment, was .65% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total
Fees

Retained
by FDC

Class A

-%

.25%

$ 10,450

$ -

Class T

.25%

.25%

4,688

238

Class B

.75%

.25%

3,367

2,686

Class C

.75%

.25%

13,511

6,154

 

 

 

$ 32,016

$ 9,078

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 2,966

Class T

2,078

Class B*

920

Class C*

13

 

$ 5,977

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 11,393

.27

Class T

3,002

.32

Class B

954

.28

Class C

4,057

.30

Total International Equity

148,596

.29

Institutional Class

395

.23

 

$ 168,397

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $437 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $219 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned

Annual Report

Notes to Financial Statements - continued

8. Security Lending - continued

securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $17,945. During the period, there were no securities loaned to FCM.

9. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

 

 

 

Class A

1.50%

$ 22,035

Class T

1.75%

5,266

Class B

2.25%

1,870

Class C

2.25%

7,481

Total International Equity

1.25%

272,664

Institutional Class

1.25%

962

 

 

$ 310,278

Effective November 1, 2010 the expense limitation will be changed to 1.45%, 1.70%, 2.20%, 2.20%, 1.20% and 1.20% for Class A, T, B, C, Total International Equity and Institutional, respectively.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $14,445 for the period.

Annual Report

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Class A

$ 26,391

$ 131,963

Class T

-

45,379

Class B

-

24,856

Class C

-

30,949

Total International Equity

382,451

560,888

Institutional Class

2,381

65,635

Total

$ 411,223

$ 859,670

From net realized gain

 

 

Class A

$ 14,995

$ -

Total International Equity

154,214

-

Institutional Class

726

-

Total

$ 169,935

$ -

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Class A

 

 

 

 

Shares sold

443,125

372,557

$ 2,924,922

$ 1,887,197

Reinvestment of distributions

5,568

30,531

37,804

130,977

Shares redeemed

(347,260)

(1,035,215)

(2,296,503)

(5,265,367)

Net increase (decrease)

101,433

(632,127)

$ 666,223

$ (3,247,193)

Class T

 

 

 

 

Shares sold

121,719

59,609

$ 807,663

$ 314,219

Reinvestment of distributions

-

10,553

-

45,379

Shares redeemed

(224,749)

(357,387)

(1,531,457)

(2,032,994)

Net increase (decrease)

(103,030)

(287,225)

$ (723,794)

$ (1,673,396)

Class B

 

 

 

 

Shares sold

30,066

19,155

$ 198,826

$ 103,145

Reinvestment of distributions

-

5,760

-

24,827

Shares redeemed

(194,792)

(331,368)

(1,332,260)

(1,871,062)

Net increase (decrease)

(164,726)

(306,453)

$ (1,133,434)

$ (1,743,090)

Annual Report

Notes to Financial Statements - continued

11. Share Transactions - continued

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Class C

 

 

 

 

Shares sold

86,496

111,127

$ 580,588

$ 616,982

Reinvestment of distributions

-

7,163

-

30,872

Shares redeemed

(161,545)

(423,400)

(1,102,805)

(2,395,281)

Net increase (decrease)

(75,049)

(305,110)

$ (522,217)

$ (1,747,427)

Total International Equity

 

 

 

 

Shares sold

6,833,012

2,869,211

$ 45,955,028

$ 16,097,831

Reinvestment of distributions

74,043

124,381

502,009

533,594

Shares redeemed

(3,806,841)

(2,570,692)

(24,965,317)

(12,899,110)

Net increase (decrease)

3,100,214

422,900

$ 21,491,720

$ 3,732,315

Institutional Class

 

 

 

 

Shares sold

377

5,817

$ 2,481

$ 30,049

Reinvestment of distributions

460

15,268

3,106

65,500

Shares redeemed

(201,123)

(373,992)

(1,373,455)

(2,056,801)

Net increase (decrease)

(200,286)

(352,907)

$ (1,367,868)

$ (1,961,252)

12. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity Total International Equity Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Total International Equity Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2010, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Total International Equity Fund as of October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 14, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Annual Report

Trustees and Officers - continued

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

Annual Report

Trustees and Officers - continued

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Annual Report

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Total International Equity Fund voted to pay on December 6, 2010, to shareholders of record at the opening of business on December 3, 2010, a distribution of $0.023 per share derived from capital gains realized from sales of portfolio securities and a dividend of $0.081 per share from net investment income.

The fund designates 100% of the dividends distributed in December 2009 during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Total International Equity Fund

12/7/2009

$0.074

$0.0119

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Total International Equity Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. Because the fund had been in existence less than three calendar years, the following chart considered by the Board shows, for the one-year period ended December 31, 2009, the total returns of the retail class and Class B of the fund, the total return of a broad-based securities market index ("benchmark"), and a range of total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. The returns of the retail class and Class B show the performance of the highest and lowest performing classes, respectively. The box within the chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below the chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Fidelity Total International Equity Fund

elm1308

The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class of the fund was in the first quartile for the period shown. The Board also noted that the investment performance of the fund was lower than its benchmark for the period shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year. The Board noted that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month (or shorter) periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 15% means that 85% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Fidelity Total International Equity Fund

elm1310

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the period shown in the performance chart above.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A and the retail class ranked below its competitive median for 2009, the total expenses of Class B ranked equal to its competitive median for 2009, and the total expenses of each of Class T, Class C, and Institutional Class ranked above its competitive median for 2009. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable, although in some cases above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your personal investments via your telephone or PC. You can access your account information, conduct trades and research your investments 24 hours a day.

By Phone

Fidelity Automated Service Telephone provides a single toll-free number to access account balances, positions, quotes and trading. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

(phone_graphic)

Fidelity Automated
Service Telephone (FAST
®)
1-800-544-5555

Press

elm745For mutual fund and brokerage trading.

elm747For quotes.*

elm749For account balances and holdings.

elm751To review orders and mutual
fund activity.

elm753To change your PIN.

elm755elm757To speak to a Fidelity representative.

By PC

Fidelity's web site on the Internet provides a wide range of information, including daily financial news, fund performance, interactive planning tools and news about Fidelity products and services.

(computer_graphic)

Fidelity's Web Site
www.fidelity.com

* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

Annual Report

To Write Fidelity

We'll give your correspondence immediate attention and send you written confirmation upon completion of your request.

(letter_graphic)

Making Changes
To Your Account

(such as changing name, address, bank, etc.)

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0002

(letter_graphic)

For Non-Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

(letter_graphic)

For Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

Annual Report

To Visit Fidelity

For directions and hours, 
please call 1-800-544-9797.

Arizona

7001 West Ray Road
Chandler, AZ

15445 N. Scottsdale Road
Scottsdale, AZ

17550 North 75th Avenue
Glendale, AZ

5330 E. Broadway Blvd
Tucson, AZ

California

815 East Birch Street
Brea, CA

1411 Chapin Avenue
Burlingame, CA

851 East Hamilton Avenue
Campbell, CA

601 Larkspur Landing Circle
Larkspur, CA

2000 Avenue of the Stars
Los Angeles, CA

27101 Puerta Real
Mission Viejo, CA

73575 El Paseo
Palm Desert, CA

251 University Avenue
Palo Alto, CA

123 South Lake Avenue
Pasadena, CA

16656 Bernardo Ctr. Drive
Rancho Bernardo, CA

1220 Roseville Parkway
Roseville, CA

1740 Arden Way
Sacramento, CA

7676 Hazard Center Drive
San Diego, CA

11943 El Camino Real
San Diego, CA

8 Montgomery Street
San Francisco, CA

3793 State Street
Santa Barbara, CA

1200 Wilshire Boulevard
Santa Monica, CA

398 West El Camino Real
Sunnyvale, CA

111 South Westlake Blvd
Thousand Oaks, CA

21701 Hawthorne Boulevard
Torrance, CA

2001 North Main Street
Walnut Creek, CA

6326 Canoga Avenue
Woodland Hills, CA

2211 Michelson Drive
Irvine, CA

Colorado

281 East Flatiron Circle
Broomfield, CO

1625 Broadway
Denver, CO

9185 Westview Road
Lone Tree, CO

Connecticut

48 West Putnam Avenue
Greenwich, CT

265 Church Street
New Haven, CT

300 Atlantic Street
Stamford, CT

29 South Main Street
West Hartford, CT

1261 Post Road
Fairfield, CT

Delaware

400 Delaware Avenue
Wilmington, DE

Florida

175 East Altamonte Drive
Altamonte Springs, FL

1400 Glades Road
Boca Raton, FL

121 Alhambra Plaza
Coral Gables, FL

2948 N. Federal Highway
Ft. Lauderdale, FL

4671 Town Center Parkway
Jacksonville, FL

8880 Tamiami Trail, North
Naples, FL

230 Royal Palm Way
Palm Beach, FL

3501 PGA Boulevard
Palm Beach Gardens, FL

3550 Tamiami Trail, South
Sarasota, FL

1502 N. Westshore Blvd.
Tampa, FL

2465 State Road 7
Wellington, FL

Georgia

3242 Peachtree Road
Atlanta, GA

1000 Abernathy Road
Atlanta, GA

Illinois

One North LaSalle Street
Chicago, IL

401 North Michigan Avenue
Chicago, IL

One Skokie Valley Road
Highland Park, IL

1415 West 22nd Street
Oak Brook, IL

15105 S LaGrange Road
Orland Park, IL

1572 East Golf Road
Schaumburg, IL

1823 Freedom Drive
Naperville, IL

Indiana

8480 Keystone Crossing
Indianapolis, IN

Kansas

5400 College Boulevard
Overland Park, KS

Maine

Three Canal Plaza
Portland, ME

Maryland

7315 Wisconsin Avenue
Bethesda, MD

610 York Road
Towson, MD

Massachusetts

801 Boylston Street
Boston, MA

155 Congress Street
Boston, MA

300 Granite Street
Braintree, MA

44 Mall Road
Burlington, MA

238 Main Street
Cambridge, MA

200 Endicott Street
Danvers, MA

Fidelity Brokerage Services, Inc., 100 Summer St., Boston, MA 02110 Member NYSE/SIPC

Annual Report

405 Cochituate Road
Framingham, MA

551 Boston Turnpike
Shrewsbury, MA

Michigan

500 E. Eisenhower Pkwy.
Ann Arbor, MI

280 N. Old Woodward Ave.
Birmingham, MI

30200 Northwestern Hwy.
Farmington Hills, MI

43420 Grand River Avenue
Novi, MI

3480 28th Street
Grand Rapids, MI

2425 S. Linden Road STE E
Flint, MI

Minnesota

7740 France Avenue South
Edina, MN

8342 3rd Street North
Oakdale, MN

Missouri

1524 South Lindbergh Blvd.
St. Louis, MO

Nevada

2225 Village Walk Drive
Henderson, NV

New Jersey

501 Route 73 South
Marlton, NJ

150 Essex Street
Millburn, NJ

35 Morris Street
Morristown, NJ

396 Route 17, North
Paramus, NJ

3518 Route 1 North
Princeton, NJ

530 Broad Street
Shrewsbury, NJ

New Mexico

2261 Q Street NE
Albuquerque, NM

New York

1130 Franklin Avenue
Garden City, NY

37 West Jericho Turnpike
Huntington Station, NY

1271 Avenue of the Americas
New York, NY

980 Madison Avenue
New York, NY

61 Broadway
New York, NY

350 Park Avenue
New York, NY

200 Fifth Avenue
New York, NY

733 Third Avenue
New York, NY

2070 Broadway
New York, NY

1075 Northern Blvd.
Roslyn, NY

799 Central Park Avenue
Scarsdale, NY

3349 Monroe Avenue
Rochester, NY

North Carolina

4611 Sharon Road
Charlotte, NC

7011 Fayetteville Road
Durham, NC

Ohio

3805 Edwards Road
Cincinnati, OH

1324 Polaris Parkway
Columbus, OH

1800 Crocker Road
Westlake, OH

28699 Chagrin Boulevard
Woodmere Village, OH

Oregon

7493 SW Bridgeport Road
Tigard, OR

Pennsylvania

600 West DeKalb Pike
King of Prussia, PA

1735 Market Street
Philadelphia, PA

12001 Perry Highway
Wexford, PA

Rhode Island

10 Memorial Boulevard
Providence, RI

Tennessee

3018 Peoples Street
Johnson City, TN

7628 West Farmington Blvd.
Germantown, TN

2035 Mallory Lane
Franklin, TN

Texas

10000 Research Boulevard
Austin, TX

4001 Northwest Parkway
Dallas, TX

12532 Memorial Drive
Houston, TX

2701 Drexel Drive
Houston, TX

6560 Fannin Street
Houston, TX

1701 Lake Robbins Drive
The Woodlands, TX

6500 N. MacArthur Blvd.
Irving, TX

6005 West Park Boulevard
Plano, TX

1576 East Southlake Blvd.
Southlake, TX

15600 Southwest Freeway
Sugar Land, TX

139 N. Loop 1604 East
San Antonio, TX

Utah

279 West South Temple
Salt Lake City, UT

Virginia

1861 International Drive
McLean, VA

11957 Democracy Drive
Reston, VA

Washington

10500 NE 8th Street
Bellevue, WA

1518 6th Avenue
Seattle, WA

304 Strander Blvd
Tukwila, WA

Washington, DC

1900 K Street, N.W.
Washington, DC

Wisconsin

16020 West Bluemound Road
Brookfield, WI

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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elm759
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elm762

(Fidelity Investment logo)(registered trademark)
Fidelity AdvisorSM
Total International Equity
Fund - Class A, Class T, Class B
and Class C

Annual Report

October 31, 2010

Class A, Class T,
Class B, and Class C are
classes of Fidelity® Total
International Equity Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Managers' review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Life of
fund
A

  Class A (incl. 5.75% sales charge)

9.49%

-10.45%

  Class T (incl. 3.50% sales charge)

11.73%

-9.99%

  Class B (incl. contingent deferred sales charge) B

10.34%

-10.24%

  Class C (incl. contingent deferred sales charge) C

14.18%

-9.34%

A From November 1, 2007.

B Class B shares' contingent deferred sales charge included in the past one year and life of fund total return figures are 5% and 3%, respectively.

C Class C shares' contingent deferred sales charge included in the past one year and life of fund total return figures are 1% and 0%, respectively.

Annual Report

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity AdvisorSM Total International Equity Fund - Class A on November 1, 2007, when the fund started, and the current 5.75% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the MSCI® ACWI® (All Country World Index) ex USA Index performed over the same period.

elm1334

Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Jed Weiss and George Stairs, Co-Portfolio Managers of Fidelity Advisor Total International Equity Fund: For the year, the fund's Class A, Class T, Class B and Class C shares rose 16.17%, 15.78%, 15.34% and 15.18%, respectively (excluding sales charges), outpacing the MSCI index. Stock picking was most favorable in financials - especially among banks - and in the consumer discretionary group, with positive results also coming from information technology, consumer staples and energy. The only material detractor was telecommunication services. Geographically, the fund's allocation in emerging markets was the biggest positive. Specifically, stock picking was strong in Brazil, China and South Africa, while overweightings in Turkey and Indonesia also were helpful. Additionally, successful positioning in Japan contributed. In Europe, good security selection in the U.K., Belgium and Finland outweighed weakness in France and Switzerland, while elsewhere, the fund's stake in global U.S. companies proved beneficial. Top individual contributors included Danish health care company Novo Nordisk, U.S.-listed and Sweden-based auto-safety equipment manufacturer Autoliv, Turkish bank Turkiye Garanti Bankasi, U.K.-based mining company Rio Tinto and South African retailer Mr Price Group. Autoliv and Mr Price Group were not in the index. In contrast, the biggest detractors were French insurance company AXA, Swiss drug maker Roche Holding and Spanish telecommunications provider Telefonica.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to
October 31, 2010

Class A

1.50%**

 

 

 

Actual

 

$ 1,000.00

$ 1,088.80

$ 7.90**

HypotheticalA

 

$ 1,000.00

$ 1,017.64

$ 7.63**

Class T

1.75%**

 

 

 

Actual

 

$ 1,000.00

$ 1,086.50

$ 9.20**

HypotheticalA

 

$ 1,000.00

$ 1,016.38

$ 8.89**

Class B

2.25%**

 

 

 

Actual

 

$ 1,000.00

$ 1,085.40

$ 11.83**

HypotheticalA

 

$ 1,000.00

$ 1,013.86

$ 11.42**

Class C

2.25%**

 

 

 

Actual

 

$ 1,000.00

$ 1,085.50

$ 11.83**

HypotheticalA

 

$ 1,000.00

$ 1,013.86

$ 11.42**

Total International Equity

1.25%**

 

 

 

Actual

 

$ 1,000.00

$ 1,090.20

$ 6.59**

HypotheticalA

 

$ 1,000.00

$ 1,018.90

$ 6.36**

Institutional Class

1.25%**

 

 

 

Actual

 

$ 1,000.00

$ 1,090.50

$ 6.59**

HypotheticalA

 

$ 1,000.00

$ 1,018.90

$ 6.36**

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

Shareholder Expense Example - continued

** If changes to voluntary expense limitations, effective November 1, 2010, had been in effect during the entire period, the annualized expense ratios and the expenses paid in the actual and hypothetical examples above would have been as follows:

 

Annualized
Expense Ratio

Expenses
Paid

Class A

1.45%

 

Actual

 

$ 7.63

HypotheticalA

 

$ 7.38

Class T

1.70%

 

Actual

 

$ 8.94

HypotheticalA

 

$ 8.64

Class B

2.20%

 

Actual

 

$ 11.57

HypotheticalA

 

$ 11.17

Class C

2.20%

 

Actual

 

$ 11.57

HypotheticalA

 

$ 11.17

Total International Equity

1.20%

 

Actual

 

$ 6.32

HypotheticalA

 

$ 6.11

Institutional Class

1.20%

 

Actual

 

$ 6.32

HypotheticalA

 

$ 6.11

A 5% return per year before expenses

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

elm707

United Kingdom 15.7%

 

elm709

Japan 11.0%

 

elm711

United States of America 7.2%

 

elm713

Switzerland 6.4%

 

elm715

France 5.4%

 

elm717

Brazil 4.5%

 

elm719

Germany 4.4%

 

elm721

Spain 3.2%

 

elm723

Australia 3.1%

 

elm725

Other 39.1%

 

elm1346

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

elm707

United Kingdom 15.8%

 

elm709

Japan 12.4%

 

elm711

Switzerland 7.1%

 

elm713

United States of America 6.2%

 

elm715

France 5.4%

 

elm717

Brazil 4.5%

 

elm719

Germany 4.2%

 

elm721

Australia 3.0%

 

elm723

Canada 3.0%

 

elm725

Other 38.4%

 

elm1358

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks and Investment Companies

97.8

98.0

Short-Term Investments and Net Other Assets

2.2

2.0

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Nestle SA (Switzerland, Food Products)

1.7

1.5

BHP Billiton PLC ADR (United Kingdom, Metals & Mining)

1.7

1.3

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

1.6

2.1

Royal Dutch Shell PLC Class A sponsored ADR (United Kingdom, Oil, Gas & Consumable Fuels)

1.5

1.5

Rio Tinto PLC (United Kingdom, Metals & Mining)

1.1

1.3

Anheuser-Busch InBev SA NV (Belgium, Beverages)

1.1

1.0

HSBC Holdings PLC (United Kingdom, Commercial Banks)

1.1

1.0

Novo Nordisk AS Series B (Denmark, Pharmaceuticals)

0.9

0.8

Anglo American PLC (United Kingdom) (United Kingdom, Metals & Mining)

0.8

0.8

Mitsui & Co. Ltd. (Japan, Trading Companies & Distributors)

0.8

0.8

 

12.3

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

25.6

25.3

Materials

12.3

12.4

Consumer Discretionary

11.6

11.7

Industrials

10.0

9.2

Consumer Staples

8.9

9.0

Energy

8.8

8.5

Information Technology

7.0

7.1

Health Care

6.3

7.0

Telecommunication Services

4.1

4.5

Utilities

2.7

3.1

Annual Report

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 96.9%

Shares

Value

Argentina - 0.1%

Banco Macro SA sponsored ADR

1,200

$ 59,820

Australia - 3.1%

Commonwealth Bank of Australia

1,288

61,701

CSL Ltd.

9,386

301,872

Leighton Holdings Ltd.

7,429

267,096

Macquarie Group Ltd.

7,610

269,876

MAp Group unit

26,561

79,362

Newcrest Mining Ltd.

633

24,780

Newcrest Mining Ltd. sponsored ADR

5,384

212,130

OZ Minerals Ltd.

108,330

166,086

Wesfarmers Ltd.

2,954

95,903

Westfield Group unit

18,847

228,578

Woolworths Ltd.

9,477

263,205

Worleyparsons Ltd.

6,016

135,258

TOTAL AUSTRALIA

2,105,847

Austria - 0.3%

Andritz AG

1,840

140,917

Erste Bank AG

700

31,587

TOTAL AUSTRIA

172,504

Bahamas (Nassau) - 0.0%

Petrominerales Ltd.

700

17,934

Bailiwick of Guernsey - 0.3%

Resolution Ltd.

40,466

169,797

Bailiwick of Jersey - 1.0%

Heritage Oil PLC

3,830

21,139

Informa PLC

31,795

222,100

Randgold Resources Ltd. sponsored ADR

2,080

195,354

United Business Media Ltd.

15,200

160,241

West China Cement Ltd. (a)

36,000

13,933

WPP PLC

7,668

89,098

TOTAL BAILIWICK OF JERSEY

701,865

Belgium - 1.4%

Anheuser-Busch InBev SA NV

12,136

760,490

Gimv NV

350

19,349

Umicore SA

4,521

212,753

TOTAL BELGIUM

992,592

Common Stocks - continued

Shares

Value

Bermuda - 1.4%

Aquarius Platinum Ltd.:

(Australia)

10,047

$ 57,776

(United Kingdom)

3,600

20,781

China Yurun Food Group Ltd.

13,000

50,566

CNPC (Hong Kong) Ltd.

38,000

48,338

Credicorp Ltd. (NY Shares)

200

25,176

Great Eagle Holdings Ltd.

7,000

20,951

Jinhui Shipping & Transportation Ltd. (a)

1,197

4,760

Lazard Ltd. Class A

2,800

103,320

Orient Overseas International Ltd.

7,000

61,364

Seadrill Ltd. (d)

12,000

363,320

Sinofert Holdings Ltd. (a)

38,000

20,100

Texwinca Holdings Ltd.

16,000

17,463

Trinity Ltd.

78,000

77,987

VimpelCom Ltd. ADR (a)

4,300

65,919

TOTAL BERMUDA

937,821

Brazil - 4.5%

AES Tiete SA (PN) (non-vtg.)

1,700

23,433

Banco ABC Brasil SA

14,100

138,911

Banco Bradesco SA (PN) sponsored ADR

10,500

218,400

Banco do Brasil SA

12,611

245,370

Banco do Estado do Rio Grande do Sul SA

1,200

13,184

Banco Santander (Brasil) SA ADR

6,800

97,920

BM&F Bovespa SA

19,700

165,016

BR Malls Participacoes SA

8,800

84,058

Brascan Residential Properties SA

2,000

10,886

Braskem SA Class A sponsored ADR

11,730

244,571

Companhia de Bebidas das Americas (AmBev) (PN) sponsored ADR

600

83,544

Companhia Siderurgica Nacional SA (CSN) sponsored ADR

5,700

96,216

Confab Industrial SA (PN) (non-vtg.)

2,000

7,230

Cyrela Brazil Realty SA

5,300

73,213

Drogasil SA

800

20,235

Eletropaulo Metropolitana SA (PN-B)

900

15,712

Estacio Participacoes SA

900

13,443

Even Construtora e Incorporadora SA

1,500

8,535

Fibria Celulose SA sponsored ADR (a)

3,157

56,700

Fleury SA

900

11,639

Gafisa SA sponsored ADR

3,930

65,985

Iguatemi Empresa de Shopping Centers SA

2,800

65,342

Itau Unibanco Banco Multiplo SA ADR

6,927

170,127

Common Stocks - continued

Shares

Value

Brazil - continued

Light SA

1,700

$ 21,405

Localiza Rent A Car SA

2,800

46,332

Lojas Renner SA

1,600

63,202

Multiplan Empreendimentos Imobiliarios SA

3,400

77,945

Natura Cosmeticos SA

1,800

51,528

Odontoprev SA

1,200

17,635

OGX Petroleo e Gas Participacoes SA (a)

9,500

124,641

PDG Realty SA Empreendimentos e Participacoes

4,900

61,264

Petroleo Brasileiro SA - Petrobras:

(ON) sponsored ADR

4,500

153,540

(PN) sponsored ADR (non-vtg.)

4,700

146,593

TIM Participacoes SA sponsored ADR (non-vtg.)

1,400

45,164

Vale SA (PN-A) sponsored ADR

8,000

229,840

Vivo Participacoes SA sponsored ADR

4,700

134,608

Weg SA

1,100

14,206

TOTAL BRAZIL

3,117,573

Canada - 2.5%

Agnico-Eagle Mines Ltd. (Canada)

2,090

162,093

Eldorado Gold Corp.

3,900

66,039

Fairfax Financial Holdings Ltd. (sub. vtg.)

165

67,493

First Quantum Minerals Ltd.

800

70,054

Goldcorp, Inc.

1,400

62,512

Niko Resources Ltd.

2,660

253,768

Open Text Corp. (a)

3,900

172,535

Pacific Rubiales Energy Corp. (a)

400

12,750

Pan American Silver Corp.

3,500

111,720

Petrobank Energy & Resources Ltd. (a)

6,400

254,707

Power Corp. of Canada (sub. vtg.)

2,900

80,924

Quadra FNX Mining Ltd. (a)

600

8,471

Sherritt International Corp.

1,600

12,440

Suncor Energy, Inc.

3,500

112,148

Toronto-Dominion Bank

3,500

252,059

Uranium One, Inc. (a)

9,500

38,842

TOTAL CANADA

1,738,555

Cayman Islands - 1.2%

3SBio, Inc. sponsored ADR (a)

1,200

18,060

Alibaba.com Ltd. (a)

32,500

63,480

China High Speed Transmission Equipment Group Co. Ltd.

26,000

53,132

China Lilang Ltd.

51,000

79,745

China Shanshui Cement Group Ltd.

49,000

34,895

Common Stocks - continued

Shares

Value

Cayman Islands - continued

Daphne International Holdings Ltd.

36,000

$ 40,221

Eurasia Drilling Co. Ltd.:

GDR (e)

400

10,200

GDR (Reg. S)

2,400

61,200

Geely Automobile Holdings Ltd.

65,000

36,646

Hengdeli Holdings Ltd.

206,000

114,278

Hidili Industry International Development Ltd.

33,000

35,166

International Mining Machinery Holdings Ltd.

26,000

22,642

Kingboard Chemical Holdings Ltd.

11,000

53,501

Kingboard Chemical Holdings Ltd. warrants 10/31/12 (a)

600

344

Shenguan Holdings Group Ltd.

10,000

13,030

Trina Solar Ltd. ADR (a)

800

21,408

Vantage Drilling Co. (a)

5,500

9,460

Wynn Macau Ltd.

64,000

141,520

TOTAL CAYMAN ISLANDS

808,928

Chile - 0.2%

Banco Santander Chile sponsored ADR

1,400

129,696

China - 2.1%

Anhui Expressway Co. Ltd. (H Shares)

16,000

12,179

Baidu.com, Inc. sponsored ADR (a)

1,800

198,018

China Communications Services Corp. Ltd. (H Shares)

36,000

20,993

China Construction Bank Corp. (H Shares)

155,000

147,776

China Hongxing Sports Ltd.

33,000

4,462

China Merchants Bank Co. Ltd. (H Shares)

84,383

239,500

China Minsheng Banking Corp. Ltd. (H Shares)

31,500

29,300

China Suntien Green Energy Corp. Ltd. (H Shares)

2,000

673

Digital China Holdings Ltd. (H Shares)

9,000

16,255

Golden Eagle Retail Group Ltd. (H Shares)

21,000

55,810

Harbin Power Equipment Co. Ltd. (H Shares)

28,000

37,713

Industrial & Commercial Bank of China Ltd. (H Shares)

411,000

330,868

Minth Group Ltd.

24,000

44,896

Nine Dragons Paper (Holdings) Ltd.

37,000

59,668

Ping An Insurance Group Co. China Ltd. (H Shares)

12,000

129,192

Weichai Power Co. Ltd. (H Shares)

2,000

26,267

Yantai Changyu Pioneer Wine Co. (B Shares)

4,890

63,024

Zhaojin Mining Industry Co. Ltd. (H Shares)

2,000

6,218

TOTAL CHINA

1,422,812

Colombia - 0.1%

Ecopetrol SA ADR

1,400

66,836

Common Stocks - continued

Shares

Value

Cyprus - 0.0%

AFI Development PLC GDR (Reg. S)

3,600

$ 4,248

Czech Republic - 0.1%

Komercni Banka AS

300

68,070

Denmark - 1.3%

Novo Nordisk AS:

Series B

948

99,523

Series B sponsored ADR

4,800

503,040

Vestas Wind Systems AS (a)

4,295

137,046

William Demant Holding AS (a)

2,010

150,663

TOTAL DENMARK

890,272

Egypt - 0.1%

Commercial International Bank Ltd. sponsored GDR

12,800

97,920

Finland - 0.9%

Metso Corp.

3,600

170,664

Nokian Tyres PLC

6,502

225,275

Outotec OYJ

4,300

200,678

TOTAL FINLAND

596,617

France - 5.4%

Alstom SA

3,947

199,142

Atos Origin SA (a)

1,272

58,806

Audika SA

1,000

24,420

AXA SA sponsored ADR

28,100

512,263

BNP Paribas SA

4,051

296,212

Christian Dior SA

700

101,249

Compagnie de St. Gobain

3,807

177,776

Credit Agricole SA

9,000

147,459

Danone

4,280

270,822

Laurent-Perrier Group

209

23,553

PPR SA

1,000

163,913

Remy Cointreau SA

1,952

137,055

Safran SA

7,114

225,494

Saft Groupe SA

629

24,025

Sanofi-Aventis sponsored ADR

6,400

224,704

Schneider Electric SA

957

135,825

Societe Generale Series A

6,910

413,682

Total SA

390

21,224

Total SA sponsored ADR

4,900

266,952

Unibail-Rodamco

1,121

233,504

Common Stocks - continued

Shares

Value

France - continued

Vetoquinol SA

200

$ 8,477

Virbac SA

100

16,092

TOTAL FRANCE

3,682,649

Georgia - 0.0%

Bank of Georgia unit (a)

1,100

18,139

Germany - 4.3%

Allianz AG sponsored ADR

7,300

91,469

alstria office REIT-AG

600

8,357

BASF AG

2,472

179,826

Bayerische Motoren Werke AG (BMW)

2,642

189,362

Bilfinger Berger Se

348

25,339

Colonia Real Estate AG (a)

2,981

19,562

CTS Eventim AG

431

24,324

Daimler AG (United States) (a)

4,700

310,200

Deutsche Boerse AG

1,650

116,080

E.ON AG

12,545

392,754

Fielmann AG

209

21,098

HeidelbergCement AG

3,700

193,501

Linde AG

2,496

359,288

MAN SE

1,266

139,164

Metro AG

1,600

112,117

Munich Re Group

1,402

219,174

Siemens AG sponsored ADR

4,200

480,102

Software AG (Bearer)

193

27,043

Volkswagen AG

566

74,314

TOTAL GERMANY

2,983,074

Greece - 0.1%

Hellenic Telecommunications Organization SA

3,227

25,770

Public Power Corp. of Greece

3,202

53,688

Terna Energy SA

3,249

13,969

TOTAL GREECE

93,427

Hong Kong - 2.8%

China Mobile (Hong Kong) Ltd.

18,000

183,822

China Resources Power Holdings Co. Ltd.

60,000

115,491

Chow Sang Sang Holdings International Ltd.

4,000

10,527

CNOOC Ltd.

142,000

296,456

CNOOC Ltd. sponsored ADR

260

54,319

Hang Lung Group Ltd.

8,000

53,101

Hong Kong Exchanges and Clearing Ltd.

14,500

319,136

Common Stocks - continued

Shares

Value

Hong Kong - continued

Hutchison Whampoa Ltd.

5,000

$ 49,282

I.T Ltd.

12,000

10,125

Shanghai Industrial Holdings Ltd.

14,000

64,480

Swire Pacific Ltd. (A Shares)

18,500

262,538

Techtronic Industries Co. Ltd.

112,500

113,933

Wharf Holdings Ltd.

56,000

367,734

TOTAL HONG KONG

1,900,944

Hungary - 0.0%

Egis Rt.

125

14,685

India - 1.8%

Bank of Baroda

8,655

205,352

Bharat Heavy Electricals Ltd.

1,225

67,587

Housing Development Finance Corp. Ltd.

6,972

108,170

Idea Cellular Ltd. (a)

13,905

21,159

Indian Oil Corp. Ltd.

1,798

16,958

Indian Overseas Bank

3,526

12,712

Infosys Technologies Ltd. sponsored ADR

1,900

128,136

Infotech Enterprises Ltd.

1,602

5,913

Infrastructure Development Finance Co. Ltd.

14,735

66,503

Jain Irrigation Systems Ltd.

9,935

52,000

JSW Steel Ltd.

2,520

76,294

Jyothy Laboratories Ltd.

2,850

17,746

LIC Housing Finance Ltd.

393

11,886

Punjab National Bank

150

4,886

Radico Khaitan Ltd.

1,989

8,023

Reliance Industries Ltd.

6,015

148,764

Rural Electrification Corp. Ltd.

7,306

61,093

Shriram Transport Finance Co. Ltd.

1,315

26,149

Tata Consultancy Services Ltd.

4,255

101,074

Tata Steel Ltd.

1,184

15,744

Ultratech Cement Ltd.

1,753

43,500

Unitech Ltd.

4,394

8,605

TOTAL INDIA

1,208,254

Indonesia - 1.4%

Indofood Sukses Makmur Tbk PT (a)

17,500

11,161

PT Astra International Tbk

14,500

92,475

PT Bank Mandiri (Persero) Tbk

32,000

25,063

PT Bank Negara Indonesia (Persero) Tbk

132,000

57,600

PT Bank Rakyat Indonesia Tbk

187,000

238,523

PT Bank Tabungan Negara Tbk

79,000

17,590

Common Stocks - continued

Shares

Value

Indonesia - continued

PT Bumi Serpong Damai Tbk

106,500

$ 10,010

PT Ciputra Development Tbk (a)

245,500

11,537

PT Delta Dunia Petroindo Tbk (a)

154,000

18,437

PT Gudang Garam Tbk

12,000

64,045

PT Indo Tambangraya Megah Tbk

7,000

35,401

PT Indocement Tunggal Prakarsa Tbk

36,000

73,712

PT Indofood Sukses Makmur Tbk

123,500

71,854

PT Kalbe Farma Tbk

67,500

20,203

PT Perusahaan Gas Negara Tbk Series B

102,000

46,221

PT Semen Gresik (Persero) Tbk

67,500

74,014

PT Tambang Batubbara Bukit Asam Tbk

6,000

13,192

PT Tower Bersama Infrastructure Tbk

101,000

28,817

PT XL Axiata Tbk (a)

75,500

48,573

TOTAL INDONESIA

958,428

Ireland - 0.5%

CRH PLC sponsored ADR

12,904

228,014

James Hardie Industries NV sponsored ADR (a)

4,465

118,680

TOTAL IRELAND

346,694

Israel - 0.2%

Azrieli Group

582

15,002

Ituran Location & Control Ltd.

492

7,651

Teva Pharmaceutical Industries Ltd. sponsored ADR

2,500

129,750

TOTAL ISRAEL

152,403

Italy - 1.7%

Azimut Holdings SpA

18,707

190,799

ENI SpA

3,000

67,535

Fiat SpA

14,000

236,880

Interpump Group SpA (a)

4,425

28,862

Intesa Sanpaolo SpA

99,944

351,492

Saipem SpA

2,714

120,580

UniCredit SpA

60,101

156,634

TOTAL ITALY

1,152,782

Japan - 11.0%

ABC-Mart, Inc.

2,100

71,427

Aisin Seiki Co. Ltd.

4,400

138,173

Aozora Bank Ltd.

10,000

16,776

Asahi Co. Ltd.

500

7,394

Autobacs Seven Co. Ltd.

3,900

146,123

Credit Saison Co. Ltd.

2,700

38,296

Common Stocks - continued

Shares

Value

Japan - continued

Daikoku Denki Co. Ltd.

1,200

$ 13,570

Daikokutenbussan Co. Ltd.

800

28,035

Denso Corp.

13,800

429,154

East Japan Railway Co.

2,700

166,735

Fanuc Ltd.

2,300

332,970

Fast Retailing Co. Ltd.

900

117,892

FCC Co. Ltd.

1,000

21,461

Fukuoka (REIT) Investment Fund

2

13,421

GCA Savvian Group Corp. (a)

14

13,275

Glory Ltd.

400

8,823

Goldcrest Co. Ltd.

410

8,850

Honda Motor Co. Ltd.

4,500

162,220

Japan Retail Fund Investment Corp.

103

160,893

Japan Steel Works Ltd.

15,000

143,116

Japan Tobacco, Inc.

14

43,494

JSR Corp.

4,300

74,436

Kamigumi Co. Ltd.

2,000

15,633

Keyence Corp.

810

200,814

Kobayashi Pharmaceutical Co. Ltd.

4,200

195,725

Konica Minolta Holdings, Inc.

8,500

82,135

Kyoto Kimono Yuzen Co. Ltd.

900

9,786

Meiko Network Japan Co. Ltd.

900

7,505

Miraca Holdings, Inc.

1,900

68,378

Miraial Co. Ltd.

300

7,356

Mitsubishi UFJ Financial Group, Inc.

83,900

389,380

Mitsui & Co. Ltd.

35,100

552,032

MS&AD Insurance Group Holdings, Inc.

4,190

100,379

Nabtesco Corp.

1,600

28,334

Nachi-Fujikoshi Corp.

7,000

20,964

Nagaileben Co. Ltd.

300

7,113

Nihon Parkerizing Co. Ltd.

1,000

13,135

Nippon Electric Glass Co. Ltd.

16,000

205,661

Nippon Seiki Co. Ltd.

2,000

20,256

Nippon Telegraph & Telephone Corp.

1,400

63,141

Nippon Thompson Co. Ltd.

20,000

138,685

Nitto Kohki Co. Ltd.

300

7,072

Obic Co. Ltd.

700

129,266

ORIX Corp.

2,420

220,738

Osaka Securities Exchange Co. Ltd.

32

161,054

OSG Corp.

1,400

14,632

Promise Co. Ltd.

8,950

37,482

Ricoh Co. Ltd.

5,000

69,943

Common Stocks - continued

Shares

Value

Japan - continued

SAZABY, Inc.

400

$ 7,456

Seven & i Holdings Co., Ltd.

3,000

69,639

Shiseido Co. Ltd.

7,100

148,231

SHO-BOND Holdings Co. Ltd.

3,500

74,897

Shoei Co. Ltd.

600

5,436

SOFTBANK CORP.

2,400

77,076

Sumitomo Corp.

22,900

289,933

Sumitomo Metal Industries Ltd.

27,000

62,667

Sumitomo Mitsui Financial Group, Inc.

7,500

223,858

The Nippon Synthetic Chemical Industry Co. Ltd.

1,000

5,866

THK Co. Ltd.

700

13,466

Toho Holdings Co. Ltd.

1,200

16,806

Tokio Marine Holdings, Inc.

4,000

112,463

Tokyo Electron Ltd.

2,400

135,416

Tokyo Gas Co. Ltd.

66,000

310,523

Toyota Motor Corp.

10,800

382,539

Tsumura & Co.

600

18,462

Tsutsumi Jewelry Co. Ltd.

400

9,420

USS Co. Ltd.

4,100

318,951

West Japan Railway Co.

19

70,537

Xebio Co. Ltd.

400

7,854

Yamada Denki Co. Ltd.

1,400

90,990

Yamatake Corp.

600

14,607

Yamato Kogyo Co. Ltd.

6,900

176,980

TOTAL JAPAN

7,567,206

Kazakhstan - 0.1%

KazMunaiGas Exploration & Production JSC (Reg. S) GDR

1,900

32,680

Korea (South) - 2.7%

Busan Bank

1,850

23,032

CJ Corp.

645

45,486

Daegu Bank Co. Ltd.

1,700

22,299

Daelim Industrial Co.

450

36,656

Doosan Co. Ltd.

158

21,287

GS Holdings Corp.

640

33,579

Hanjin Heavy Industries & Consolidated Co. Ltd.

1,090

41,584

Honam Petrochemical Corp.

295

65,060

Hyundai Department Store Co. Ltd.

153

16,940

Hyundai Heavy Industries Co. Ltd.

267

87,021

Hyundai Mobis

495

123,255

Hyundai Motor Co.

1,177

177,937

Industrial Bank of Korea

5,500

78,991

Common Stocks - continued

Shares

Value

Korea (South) - continued

Kia Motors Corp.

2,440

$ 97,426

KT Corp.

1,220

48,100

LG Chemical Ltd.

150

46,287

Lumens Co. Ltd. (a)

1,889

16,799

NCsoft Corp.

296

65,149

NHN Corp. (a)

1,207

214,136

Samsung Electronics Co. Ltd.

519

343,846

Shinhan Financial Group Co. Ltd.

5,240

202,936

Shinhan Financial Group Co. Ltd. sponsored ADR

300

23,331

Tong Yang Securities, Inc.

2,260

22,811

Young Poong Precision Corp.

570

6,666

TOTAL KOREA (SOUTH)

1,860,614

Lebanon - 0.0%

BLOM Bank SAL GDR

500

4,600

Luxembourg - 0.5%

ArcelorMittal SA:

(Netherlands)

2,449

79,226

Class A unit

5,200

168,376

Evraz Group SA GDR (a)

1,900

57,608

GlobeOp Financial Services SA

2,300

11,248

Millicom International Cellular SA

500

47,300

TOTAL LUXEMBOURG

363,758

Malaysia - 0.1%

AirAsia Bhd (a)

20,300

16,117

Axiata Group Bhd (a)

35,000

50,514

RHB Capital BHD

5,200

13,422

Top Glove Corp. Bhd

11,500

20,331

TOTAL MALAYSIA

100,384

Mexico - 0.9%

America Movil SAB de CV Series L sponsored ADR

4,300

246,218

Banco Compartamos SA de CV

6,300

44,629

Genomma Lab Internacional SA de CV (a)

7,000

15,207

Wal-Mart de Mexico SA de CV Series V

106,200

290,469

TOTAL MEXICO

596,523

Netherlands - 2.5%

Aalberts Industries NV

1,500

27,394

ASM International NV unit (a)

6,035

154,194

ASML Holding NV

6,500

215,735

Common Stocks - continued

Shares

Value

Netherlands - continued

Gemalto NV

3,301

$ 150,289

Heijmans NV unit (a)

710

13,386

ING Groep NV:

(Certificaten Van Aandelen) unit (a)

19,510

208,679

sponsored ADR (a)

25,300

272,734

Koninklijke Ahold NV

6,433

88,885

Koninklijke KPN NV

19,438

324,564

QIAGEN NV (a)

6,800

127,908

Randstad Holdings NV (a)

2,303

109,594

TOTAL NETHERLANDS

1,693,362

Nigeria - 0.1%

Guaranty Trust Bank PLC GDR (Reg. S)

5,825

42,290

Norway - 0.4%

Aker Solutions ASA

12,453

189,580

Det Norske Oljeselskap ASA (DNO) (A Shares) (a)

7,400

11,619

DnB NOR ASA

4,300

59,004

Sevan Marine ASA (a)

10,000

13,474

TOTAL NORWAY

273,677

Papua New Guinea - 0.0%

Oil Search Ltd.

1,312

8,200

Peru - 0.2%

Compania de Minas Buenaventura SA sponsored ADR

2,600

137,904

Philippines - 0.0%

Jollibee Food Corp.

3,500

7,220

Megaworld Corp.

70,000

4,177

TOTAL PHILIPPINES

11,397

Poland - 0.0%

Bank Handlowy w Warszawie SA

511

16,134

Portugal - 0.5%

Energias de Portugal SA

52,028

199,012

Jeronimo Martins SGPS SA

10,525

157,873

TOTAL PORTUGAL

356,885

Qatar - 0.0%

Commercial Bank of Qatar GDR (Reg. S)

6,707

30,733

Russia - 1.6%

Cherkizovo Group OJSC GDR (a)

1,018

20,740

LSR Group OJSC GDR (Reg. S) (a)

1,800

15,300

Magnit OJSC GDR (Reg. S)

3,100

82,894

Common Stocks - continued

Shares

Value

Russia - continued

Mechel Steel Group OAO sponsored ADR

5,300

$ 124,815

OAO Gazprom sponsored ADR

3,800

83,030

OAO NOVATEK GDR

1,300

124,345

OAO Raspadskaya (a)

2,100

12,228

OAO Tatneft sponsored ADR

2,400

75,720

OJSC MMC Norilsk Nickel sponsored ADR

4,484

83,627

OJSC Oil Company Rosneft GDR (Reg. S)

16,800

117,096

Polymetal JSC GDR (Reg. S) (a)

3,900

61,620

Protek (a)

705

1,280

RusHydro JSC sponsored ADR (a)

10,400

53,820

Sberbank (Savings Bank of the Russian Federation)

34,200

112,391

Sberbank (Savings Bank of the Russian Federation) GDR

150

56,354

Severstal JSC (a)

1,200

16,377

Sistema JSFC sponsored GDR

2,200

56,760

TGK-1 OAO (a)

17,098,600

11,866

TOTAL RUSSIA

1,110,263

Singapore - 1.3%

Allgreen Properties Ltd.

21,000

19,308

City Developments Ltd.

8,000

78,622

DBS Group Holdings Ltd.

5,226

56,124

Keppel Corp. Ltd.

5,000

38,554

Keppel Land Ltd.

3,000

10,268

Singapore Exchange Ltd.

29,700

201,932

Straits Asia Resources Ltd.

23,000

40,694

United Overseas Bank Ltd.

18,943

272,810

Wing Tai Holdings Ltd.

57,000

77,069

Yanlord Land Group Ltd.

91,000

120,930

TOTAL SINGAPORE

916,311

South Africa - 2.3%

African Bank Investments Ltd.

13,600

69,776

African Rainbow Minerals Ltd.

11,850

302,312

AngloGold Ashanti Ltd.

1,600

75,040

AngloGold Ashanti Ltd. sponsored ADR

900

42,399

Aspen Pharmacare Holdings Ltd.

3,700

49,386

Clicks Group Ltd.

33,784

220,402

Foschini Ltd.

4,920

59,721

Impala Platinum Holdings Ltd.

1,700

48,051

Imperial Holdings Ltd.

120

1,957

JSE Ltd.

10,100

113,904

Mr Price Group Ltd.

27,800

252,639

Common Stocks - continued

Shares

Value

South Africa - continued

Mvelaphanda Resources Ltd. (a)

8,322

$ 54,410

Shoprite Holdings Ltd.

4,600

65,023

Standard Bank Group Ltd.

7,537

111,144

Wilson Bayly Holmes-Ovcon Ltd.

1,000

19,326

Woolworths Holdings Ltd.

16,241

63,642

TOTAL SOUTH AFRICA

1,549,132

Spain - 3.2%

Banco Bilbao Vizcaya Argentaria SA sponsored ADR

30,294

398,366

Banco Santander SA

12,015

154,180

Banco Santander SA sponsored ADR

28,700

367,647

Gestevision Telecinco SA

2,300

29,334

Grifols SA

446

7,221

Iberdrola SA

41,442

349,447

Inditex SA

2,780

232,133

Prosegur Compania de Seguridad SA (Reg.)

2,951

176,812

Red Electrica Corporacion SA

1,300

65,292

Telefonica SA sponsored ADR

5,040

408,946

TOTAL SPAIN

2,189,378

Sweden - 0.7%

H&M Hennes & Mauritz AB (B Shares)

8,382

295,307

Intrum Justitia AB

1,200

16,523

Swedish Match Co.

3,900

108,975

Telefonaktiebolaget LM Ericsson (B Shares)

6,834

75,136

TOTAL SWEDEN

495,941

Switzerland - 6.4%

Bank Sarasin & Co. Ltd. Series B (Reg.)

1,098

40,156

Credit Suisse Group sponsored ADR

3,160

131,140

Lonza Group AG

313

27,394

Nestle SA

21,540

1,179,467

Novartis AG sponsored ADR

8,400

486,780

Roche Holding AG (participation certificate)

7,328

1,075,731

Sonova Holding AG Class B

2,658

307,830

The Swatch Group AG:

(Bearer)

680

259,814

(Reg.)

189

13,133

Transocean Ltd. (a)

2,920

185,011

UBS AG (a)

4,073

69,169

Common Stocks - continued

Shares

Value

Switzerland - continued

UBS AG (NY Shares) (a)

6,900

$ 117,438

Zurich Financial Services AG

1,946

476,245

TOTAL SWITZERLAND

4,369,308

Taiwan - 1.4%

Advanced Semiconductor Engineering, Inc.

10,999

9,576

Advanced Semiconductor Engineering, Inc. sponsored ADR

9,899

43,853

Alpha Networks, Inc.

20,000

17,775

Asia Cement Corp.

49,440

50,967

AU Optronics Corp. (a)

45,000

44,920

Chroma ATE, Inc.

9,150

23,559

Farglory Land Development Co. Ltd.

8,000

19,866

Formosa Plastics Corp.

37,000

106,146

Fubon Financial Holding Co. Ltd.

59,846

73,329

Hon Hai Precision Industry Co. Ltd. (Foxconn)

18,858

71,476

HTC Corp.

6,300

142,241

Huaku Development Co. Ltd.

6,000

16,644

Macronix International Co. Ltd.

103,000

63,439

Pegatron Corp. (a)

21,000

28,441

Ruentex Development Co. Ltd.

6,000

9,959

Taishin Financial Holdings Co. Ltd.

153,180

67,068

Taiwan Cement Corp.

26,000

27,695

Taiwan Semiconductor Manufacturing Co. Ltd.

27,035

55,649

Unimicron Technology Corp.

7,000

11,916

Wistron Corp.

35,510

72,981

TOTAL TAIWAN

957,500

Thailand - 0.5%

Advanced Info Service PCL (For. Reg.)

15,700

47,194

Banpu PCL:

unit

300

7,756

(For. Reg.)

2,000

51,703

BEC World PCL (For. Reg.)

20,800

23,100

Siam Commercial Bank PCL (For. Reg.)

53,300

182,473

Total Access Communication PCL (For. Reg.)

200

281

TOTAL THAILAND

312,507

Turkey - 1.4%

Albaraka Turk Katilim Bankasi AS

10,000

20,079

Anadolu Efes Biracilik ve Malt Sanayii AS

8,000

127,728

Asya Katilim Bankasi AS

30,000

77,390

Coca-Cola Icecek AS

10,400

133,417

Enka Insaat ve Sanayi AS

5,666

25,875

Common Stocks - continued

Shares

Value

Turkey - continued

Sinpas Gayrimenkul Yatirim Ortakligi AS (a)

11,000

$ 16,719

Tofas Turk Otomobil Fabrikasi AS

8,511

47,175

Turk Hava Yollari AO

21,714

90,078

Turkiye Garanti Bankasi AS

61,700

378,554

Turkiye Halk Bankasi AS

7,000

70,766

TOTAL TURKEY

987,781

United Arab Emirates - 0.1%

DP World Ltd.

62,496

37,435

United Kingdom - 15.7%

Aberdeen Asset Management PLC

27,018

76,964

Aegis Group PLC

48,438

97,549

AMEC PLC

1,055

18,356

Anglo American PLC (United Kingdom)

12,031

560,531

AstraZeneca PLC sponsored ADR

1,900

95,874

Aviva PLC

17,072

108,860

Babcock International Group PLC

16,100

149,609

BAE Systems PLC

39,000

215,382

Barclays PLC

57,875

254,296

Bellway PLC

1,728

14,784

BG Group PLC

26,887

523,601

BHP Billiton PLC ADR

16,300

1,154,040

BP PLC sponsored ADR

13,100

534,873

British Airways PLC (a)

13,000

56,381

Britvic PLC

3,000

23,186

Centrica PLC

15,575

82,895

Cobham PLC

25,400

94,249

Dechra Pharmaceuticals PLC

1,300

11,039

Derwent London PLC

500

12,176

GlaxoSmithKline PLC sponsored ADR

8,500

331,840

Great Portland Estates PLC

3,972

21,987

H&T Group PLC

2,891

16,165

Hikma Pharmaceuticals PLC

3,478

43,798

HSBC Holdings PLC:

(United Kingdom)

25,682

267,256

sponsored ADR

9,251

482,070

Imperial Tobacco Group PLC

6,811

218,136

InterContinental Hotel Group PLC ADR

12,590

243,617

International Power PLC

9,989

66,784

Johnson Matthey PLC

6,192

189,879

Man Group PLC

9,279

38,771

Meggitt PLC

5,952

31,478

Common Stocks - continued

Shares

Value

United Kingdom - continued

Micro Focus International PLC

2,500

$ 15,293

Misys PLC (a)

11,200

50,495

Mothercare PLC

9,299

78,291

Persimmon PLC

1,737

9,490

Prudential PLC

16,571

167,579

Reckitt Benckiser Group PLC

4,738

265,001

Rio Tinto PLC

5,196

337,440

Rio Tinto PLC sponsored ADR

6,560

427,187

Rotork PLC

500

13,418

Royal Dutch Shell PLC Class A sponsored ADR

15,300

993,429

Serco Group PLC

27,871

274,173

Shaftesbury PLC

17,833

127,427

Spectris PLC

1,649

29,828

Spirax-Sarco Engineering PLC

1,404

40,692

Standard Chartered PLC:

rights 11/5/10 (a)

2,079

17,504

(United Kingdom)

16,639

481,313

Ted Baker PLC

2,175

21,431

Tesco PLC

54,583

373,281

Ultra Electronics Holdings PLC

800

23,853

Unite Group PLC (a)

25,402

84,651

Vedanta Resources PLC

4,000

132,978

Victrex PLC

4,318

89,312

Vodafone Group PLC sponsored ADR

19,400

533,694

Wolseley PLC (a)

3,963

105,589

Xstrata PLC

2,900

56,196

TOTAL UNITED KINGDOM

10,785,971

United States of America - 4.5%

Advanced Energy Industries, Inc. (a)

1,581

22,703

Allergan, Inc.

1,400

101,374

Autoliv, Inc.

3,750

267,375

Berkshire Hathaway, Inc. Class B (a)

1,550

123,318

CTC Media, Inc.

1,600

37,760

Cymer, Inc. (a)

2,350

86,833

Dril-Quip, Inc. (a)

230

15,893

eBay, Inc. (a)

2,000

59,620

Evercore Partners, Inc. Class A

380

11,537

Freeport-McMoRan Copper & Gold, Inc.

600

56,808

Google, Inc. Class A (a)

200

122,598

ION Geophysical Corp. (a)

16,371

80,054

JPMorgan Chase & Co.

2,663

100,209

Common Stocks - continued

Shares

Value

United States of America - continued

Juniper Networks, Inc. (a)

13,740

$ 445,039

Kansas City Southern (a)

680

29,798

Lam Research Corp. (a)

197

9,021

Martin Marietta Materials, Inc.

880

70,822

Mead Johnson Nutrition Co. Class A

3,400

199,988

Mohawk Industries, Inc. (a)

2,670

153,098

Oceaneering International, Inc. (a)

140

8,662

Philip Morris International, Inc.

2,300

134,550

PriceSmart, Inc.

1,800

52,794

ResMed, Inc. (a)

5,360

170,823

Solera Holdings, Inc.

200

9,610

Solutia, Inc. (a)

484

8,765

Union Pacific Corp.

2,300

201,664

Visa, Inc. Class A

6,594

515,453

TOTAL UNITED STATES OF AMERICA

3,096,169

TOTAL COMMON STOCKS

(Cost $63,165,472)

66,515,229

Nonconvertible Preferred Stocks - 0.4%

 

 

 

 

Germany - 0.1%

Volkswagen AG

200

30,055

Italy - 0.3%

Fiat SpA (Risparmio Shares)

7,800

91,656

Telecom Italia SpA (Risparmio Shares)

104,200

127,820

TOTAL ITALY

219,476

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $240,073)

249,531

Investment Companies - 0.5%

 

 

 

 

United States of America - 0.5%

iShares MSCI ACWI ex US Index ETF
(Cost $347,161)

8,000

342,000

Money Market Funds - 0.5%

 

 

 

 

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)
(Cost $355,537)

355,537

355,537

Cash Equivalents - 1.6%

Maturity Amount

Value

Investments in repurchase agreements in a joint trading account at 0.22%, dated 10/29/10 due 11/1/10 (Collateralized by U.S. Treasury Obligations) #
(Cost $1,074,000)

$ 1,074,019

$ 1,074,000

TOTAL INVESTMENT PORTFOLIO - 99.9%

(Cost $65,182,243)

68,536,297

NET OTHER ASSETS (LIABILITIES) - 0.1%

100,928

NET ASSETS - 100%

$ 68,637,225

Security Type Abbreviations

ETF

-

Exchange-Traded Funds

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $10,200 or 0.0% of net assets.

# Additional information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty

Value

$1,074,000 due 11/01/10 at 0.22%

BNP Paribas Securities Corp.

$ 178,969

Barclays Capital, Inc.

268,288

Credit Agricole Securities (USA), Inc.

46,262

Credit Suisse Securities (USA) LLC

49,440

Deutsche Bank Securities, Inc.

82,975

HSBC Securities (USA), Inc.

82,975

J.P. Morgan Securities, Inc.

221,267

Mizuho Securities USA, Inc.

55,317

Societe Generale, New York Branch

55,317

UBS Securities LLC

27,658

Wells Fargo Securities LLC

5,532

 

$ 1,074,000

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Securities Lending Cash Central Fund

$ 17,945

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United Kingdom

$ 10,785,971

$ 9,650,540

$ 1,135,431

$ -

Japan

7,567,206

2,787,776

4,779,430

-

Switzerland

4,369,308

4,300,139

69,169

-

France

3,682,649

3,661,425

21,224

-

Brazil

3,117,573

3,117,573

-

-

United States of America

3,096,169

3,096,169

-

-

Germany

3,013,129

3,013,129

-

-

Spain

2,189,378

2,035,198

154,180

-

Australia

2,105,847

2,105,847

-

-

Other

26,837,530

25,140,942

1,696,588

-

Investment Companies

342,000

342,000

-

-

Money Market Funds

355,537

355,537

-

-

Cash Equivalents

1,074,000

-

1,074,000

-

Total Investments in Securities:

$ 68,536,297

$ 59,606,275

$ 8,930,022

$ -

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Investments in Securities:

Beginning Balance

$ 369

Total Realized Gain (Loss)

(25,822)

Total Unrealized Gain (Loss)

25,854

Cost of Purchases

-

Proceeds of Sales

(401)

Amortization/Accretion

-

Transfers in to Level 3

-

Transfers out of Level 3

-

Ending Balance

$ -

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at October 31, 2010

$ -

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $24,325,764 of which $8,618,800 and $15,706,964 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $337,322 and repurchase agreements of $1,074,000) - See accompanying schedule:

Unaffiliated issuers (cost $64,826,706)

$ 68,180,760

 

Fidelity Central Funds (cost $355,537)

355,537

 

Total Investments (cost $65,182,243)

 

$ 68,536,297

Cash

2,825

Foreign currency held at value (cost $238,396)

238,365

Receivable for investments sold

225,351

Receivable for fund shares sold

93,567

Dividends receivable

171,941

Distributions receivable from Fidelity Central Funds

52

Receivable from investment adviser for expense reductions

65,182

Other receivables

3,697

Total assets

69,337,277

 

 

 

Liabilities

Payable for investments purchased

$ 107,723

Payable for fund shares redeemed

67,777

Accrued management fee

38,219

Distribution and service plan fees payable

2,988

Other affiliated payables

18,211

Other payables and accrued expenses

109,597

Collateral on securities loaned, at value

355,537

Total liabilities

700,052

 

 

 

Net Assets

$ 68,637,225

Net Assets consist of:

 

Paid in capital

$ 89,611,259

Undistributed net investment income

724,017

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(25,059,753)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

3,361,702

Net Assets

$ 68,637,225

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share ($5,029,222 ÷ 683,520 shares)

$ 7.36

 

 

 

Maximum offering price per share (100/94.25 of $7.36)

$ 7.81

Class T:
Net Asset Value
and redemption price per share ($1,003,572 ÷ 135,346 shares)

$ 7.41

 

 

 

Maximum offering price per share (100/96.50 of $7.41)

$ 7.68

Class B:
Net Asset Value
and offering price per share ($327,327 ÷ 44,417 shares)A

$ 7.37

 

 

 

Class C:
Net Asset Value
and offering price per share ($1,422,646 ÷ 193,344 shares)A

$ 7.36

 

 

 

Total International Equity:
Net Asset Value
, offering price and redemption price per share ($60,826,332 ÷ 8,257,843 shares)

$ 7.37

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($28,126 ÷ 3,827 shares)

$ 7.35

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 1,628,770

Interest

 

1,411

Income from Fidelity Central Funds

 

17,945

Income before foreign taxes withheld

 

1,648,126

Less foreign taxes withheld

 

(137,196)

Total income

 

1,510,930

 

 

 

Expenses

Management fee
Basic fee

$ 407,616

Performance adjustment

(31,057)

Transfer agent fees

168,397

Distribution and service plan fees

32,016

Accounting and security lending fees

29,939

Custodian fees and expenses

283,045

Independent trustees' compensation

315

Registration fees

81,296

Audit

89,169

Legal

347

Miscellaneous

625

Total expenses before reductions

1,061,708

Expense reductions

(324,723)

736,985

Net investment income (loss)

773,945

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

1,923,248

Foreign currency transactions

(17,111)

Total net realized gain (loss)

 

1,906,137

Change in net unrealized appreciation (depreciation) on:

Investment securities

5,446,085

Assets and liabilities in foreign currencies

1,641

Total change in net unrealized appreciation (depreciation)

 

5,447,726

Net gain (loss)

7,353,863

Net increase (decrease) in net assets resulting from operations

$ 8,127,808

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 773,945

$ 445,721

Net realized gain (loss)

1,906,137

(15,995,813)

Change in net unrealized appreciation (depreciation)

5,447,726

25,959,338

Net increase (decrease) in net assets resulting
from operations

8,127,808

10,409,246

Distributions to shareholders from net investment income

(411,223)

(859,670)

Distributions to shareholders from net realized gain

(169,935)

-

Total distributions

(581,158)

(859,670)

Share transactions - net increase (decrease)

18,410,630

(6,640,043)

Redemption fees

6,300

1,869

Total increase (decrease) in net assets

25,963,580

2,911,402

 

 

 

Net Assets

Beginning of period

42,673,645

39,762,243

End of period (including undistributed net investment income of $724,017 and undistributed net investment income of $385,749, respectively)

$ 68,637,225

$ 42,673,645

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009

2008 F

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 6.40

$ 4.90

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) C

  .08

  .06

  .11

Net realized and unrealized gain (loss)

  .95

  1.55

  (5.21)

Total from investment operations

  1.03

  1.61

  (5.10)

Distributions from net investment income

  (.04)

  (.11)

  -

Distributions from net realized gain

  (.03)

  -

  -

Total distributions

  (.07)

  (.11)

  -

Redemption fees added to paid in capital C, H

  -

  -

  -

Net asset value, end of period

$ 7.36

$ 6.40

$ 4.90

Total Return A, B

  16.17%

  33.87%

  (51.00)%

Ratios to Average Net Assets D, G

 

 

 

Expenses before reductions

  2.02%

  2.09%

  2.00%

Expenses net of fee waivers, if any

  1.50%

  1.50%

  1.50%

Expenses net of all reductions

  1.47%

  1.47%

  1.48%

Net investment income (loss)

  1.15%

  1.13%

  1.35%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 5,029

$ 3,727

$ 5,944

Portfolio turnover rate E

  67%

  98%

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F For the period November 1, 2007 (commencement of operations) to October 31, 2008.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,

2010

2009

2008 F

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 6.40

$ 4.88

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) C

  .06

  .04

  .09

Net realized and unrealized gain (loss)

  .95

  1.57

  (5.21)

Total from investment operations

  1.01

  1.61

  (5.12)

Distributions from net investment income

  -

  (.09)

  -

Redemption fees added to paid in capital C, H

  -

  -

  -

Net asset value, end of period

$ 7.41

$ 6.40

$ 4.88

Total Return A, B

  15.78%

  33.74%

  (51.20)%

Ratios to Average Net Assets D, G

 

 

 

Expenses before reductions

  2.31%

  2.34%

  2.42%

Expenses net of fee waivers, if any

  1.75%

  1.75%

  1.75%

Expenses net of all reductions

  1.72%

  1.72%

  1.73%

Net investment income (loss)

  .90%

  .88%

  1.10%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 1,004

$ 1,526

$ 2,567

Portfolio turnover rate E

  67%

  98%

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F For the period November 1, 2007 (commencement of operations) to October 31, 2008.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009

2008 F

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 6.39

$ 4.86

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) C

  .03

  .02

  .05

Net realized and unrealized gain (loss)

  .95

  1.56

  (5.19)

Total from investment operations

  .98

  1.58

  (5.14)

Distributions from net investment income

  -

  (.05)

  -

Redemption fees added to paid in capital C, H

  -

  -

  -

Net asset value, end of period

$ 7.37

$ 6.39

$ 4.86

Total Return A, B

  15.34%

  32.95%

  (51.40)%

Ratios to Average Net Assets D, G

 

 

 

Expenses before reductions

  2.81%

  2.82%

  2.92%

Expenses net of fee waivers, if any

  2.25%

  2.25%

  2.25%

Expenses net of all reductions

  2.22%

  2.22%

  2.24%

Net investment income (loss)

  .40%

  .38%

  .60%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 327

$ 1,337

$ 2,505

Portfolio turnover rate E

  67%

  98%

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F For the period November 1, 2007 (commencement of operations) to October 31, 2008.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,

2010

2009

2008 F

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 6.39

$ 4.86

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) C

  .03

  .02

  .05

Net realized and unrealized gain (loss)

  .94

  1.56

  (5.19)

Total from investment operations

  .97

  1.58

  (5.14)

Distributions from net investment income

  -

  (.05)

  -

Redemption fees added to paid in capital C, H

  -

  -

  -

Net asset value, end of period

$ 7.36

$ 6.39

$ 4.86

Total Return A, B

  15.18%

  33.10%

  (51.40)%

Ratios to Average Net Assets D, G

 

 

 

Expenses before reductions

  2.80%

  2.85%

  2.92%

Expenses net of fee waivers, if any

  2.25%

  2.25%

  2.25%

Expenses net of all reductions

  2.22%

  2.22%

  2.23%

Net investment income (loss)

  .40%

  .38%

  .60%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 1,423

$ 1,714

$ 2,787

Portfolio turnover rate E

  67%

  98%

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F For the period November 1, 2007 (commencement of operations) to October 31, 2008.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Total International Equity

Years ended October 31,

2010

2009

2008 E

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 6.41

$ 4.91

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) B

  .09

  .07

  .13

Net realized and unrealized gain (loss)

  .96

  1.55

  (5.21)

Total from investment operations

  1.05

  1.62

  (5.08)

Distributions from net investment income

  (.06)

  (.12)

  (.01)

Distributions from net realized gain

  (.03)

  -

  -

Total distributions

  (.09)

  (.12)

  (.01)

Redemption fees added to paid in capital B, G

  -

  -

  -

Net asset value, end of period

$ 7.37

$ 6.41

$ 4.91

Total Return A

  16.45%

  34.23%

  (50.87)%

Ratios to Average Net Assets C, F

 

 

 

Expenses before reductions

  1.79%

  1.87%

  1.89%

Expenses net of fee waivers, if any

  1.25%

  1.25%

  1.25%

Expenses net of all reductions

  1.22%

  1.22%

  1.23%

Net investment income (loss)

  1.40%

  1.38%

  1.60%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 60,826

$ 33,061

$ 23,226

Portfolio turnover rate D

  67%

  98%

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E For the period November 1, 2007 (commencement of operations) to October 31, 2008.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009

2008 E

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 6.41

$ 4.91

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) B

  .10

  .07

  .13

Net realized and unrealized gain (loss)

  .95

  1.55

  (5.21)

Total from investment operations

  1.05

  1.62

  (5.08)

Distributions from net investment income

  (.08)

  (.12)

  (.01)

Distributions from net realized gain

  (.03)

  -

  -

Total distributions

  (.11)

  (.12)

  (.01)

Redemption fees added to paid in capital B, G

  -

  -

  -

Net asset value, end of period

$ 7.35

$ 6.41

$ 4.91

Total Return A

  16.48%

  34.23%

  (50.87)%

Ratios to Average Net Assets C, F

 

 

 

Expenses before reductions

  1.82%

  1.80%

  1.91%

Expenses net of fee waivers, if any

  1.25%

  1.25%

  1.25%

Expenses net of all reductions

  1.23%

  1.22%

  1.23%

Net investment income (loss)

  1.40%

  1.38%

  1.60%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 28

$ 1,308

$ 2,733

Portfolio turnover rate D

  67%

  98%

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E For the period November 1, 2007 (commencement of operations) to October 31, 2008.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Total International Equity Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Total International Equity and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

Annual Report

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Security Valuation - continued

quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

ETFs are valued at their last sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day but the exchange reports a closing bid level, ETFs are valued at the closing bid and would be categorized as Level 1 in the hierarchy. In the event there was no closing bid, ETFs may be valued by another method that the Board of Trustees believes reflects fair value in accordance with the Board's fair value pricing policies and may be categorized as Level 2 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Book-tax differences are primarily due to the short-term gain distributions from the Underlying Funds, foreign currency transactions, passive foreign investment companies (PFIC), partnerships, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 8,591,290

Gross unrealized depreciation

(6,168,619)

Net unrealized appreciation (depreciation)

$ 2,422,671

 

 

Tax Cost

$ 66,113,626

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 921,411

Capital loss carryforward

$ (24,325,764)

Net unrealized appreciation (depreciation)

$ 2,430,319

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 581,158

$ 859,670

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Funds and accounted for as an addition to paid in capital.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the SEC which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the

Annual Report

4. Operating Policies - continued

Repurchase Agreements - continued

counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $54,337,237 and $37,096,392, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of Total International Equity as compared to an appropriate benchmark index. The Fund's performance adjustment took effect in November 2008. Subsequent months will be added until the performance period includes 36 months. For the period, the total annual management fee rate, including the performance adjustment, was .65% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total
Fees

Retained
by FDC

Class A

-%

.25%

$ 10,450

$ -

Class T

.25%

.25%

4,688

238

Class B

.75%

.25%

3,367

2,686

Class C

.75%

.25%

13,511

6,154

 

 

 

$ 32,016

$ 9,078

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 2,966

Class T

2,078

Class B*

920

Class C*

13

 

$ 5,977

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 11,393

.27

Class T

3,002

.32

Class B

954

.28

Class C

4,057

.30

Total International Equity

148,596

.29

Institutional Class

395

.23

 

$ 168,397

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $437 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $219 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned

Annual Report

Notes to Financial Statements - continued

8. Security Lending - continued

securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $17,945. During the period, there were no securities loaned to FCM.

9. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

 

 

 

Class A

1.50%

$ 22,035

Class T

1.75%

5,266

Class B

2.25%

1,870

Class C

2.25%

7,481

Total International Equity

1.25%

272,664

Institutional Class

1.25%

962

 

 

$ 310,278

Effective November 1, 2010 the expense limitation will be changed to 1.45%, 1.70%, 2.20%, 2.20%, 1.20% and 1.20% for Class A, T, B, C, Total International Equity and Institutional, respectively.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $14,445 for the period.

Annual Report

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Class A

$ 26,391

$ 131,963

Class T

-

45,379

Class B

-

24,856

Class C

-

30,949

Total International Equity

382,451

560,888

Institutional Class

2,381

65,635

Total

$ 411,223

$ 859,670

From net realized gain

 

 

Class A

$ 14,995

$ -

Total International Equity

154,214

-

Institutional Class

726

-

Total

$ 169,935

$ -

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Class A

 

 

 

 

Shares sold

443,125

372,557

$ 2,924,922

$ 1,887,197

Reinvestment of distributions

5,568

30,531

37,804

130,977

Shares redeemed

(347,260)

(1,035,215)

(2,296,503)

(5,265,367)

Net increase (decrease)

101,433

(632,127)

$ 666,223

$ (3,247,193)

Class T

 

 

 

 

Shares sold

121,719

59,609

$ 807,663

$ 314,219

Reinvestment of distributions

-

10,553

-

45,379

Shares redeemed

(224,749)

(357,387)

(1,531,457)

(2,032,994)

Net increase (decrease)

(103,030)

(287,225)

$ (723,794)

$ (1,673,396)

Class B

 

 

 

 

Shares sold

30,066

19,155

$ 198,826

$ 103,145

Reinvestment of distributions

-

5,760

-

24,827

Shares redeemed

(194,792)

(331,368)

(1,332,260)

(1,871,062)

Net increase (decrease)

(164,726)

(306,453)

$ (1,133,434)

$ (1,743,090)

Annual Report

Notes to Financial Statements - continued

11. Share Transactions - continued

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Class C

 

 

 

 

Shares sold

86,496

111,127

$ 580,588

$ 616,982

Reinvestment of distributions

-

7,163

-

30,872

Shares redeemed

(161,545)

(423,400)

(1,102,805)

(2,395,281)

Net increase (decrease)

(75,049)

(305,110)

$ (522,217)

$ (1,747,427)

Total International Equity

 

 

 

 

Shares sold

6,833,012

2,869,211

$ 45,955,028

$ 16,097,831

Reinvestment of distributions

74,043

124,381

502,009

533,594

Shares redeemed

(3,806,841)

(2,570,692)

(24,965,317)

(12,899,110)

Net increase (decrease)

3,100,214

422,900

$ 21,491,720

$ 3,732,315

Institutional Class

 

 

 

 

Shares sold

377

5,817

$ 2,481

$ 30,049

Reinvestment of distributions

460

15,268

3,106

65,500

Shares redeemed

(201,123)

(373,992)

(1,373,455)

(2,056,801)

Net increase (decrease)

(200,286)

(352,907)

$ (1,367,868)

$ (1,961,252)

12. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity Total International Equity Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Total International Equity Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2010, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Total International Equity Fund as of October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 14, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Annual Report

Trustees and Officers - continued

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

Annual Report

Trustees and Officers - continued

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-
present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Annual Report

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Total International Equity Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Class A

12/06/10

12/03/10

$0.066

$0.023

Class T

12/06/10

12/03/10

$0.047

$0.023

Class B

12/06/10

12/03/10

$0.015

$0.023

Class C

12/06/10

12/03/10

$0.011

$0.023

Class A designates 100%, Class T designates 0%, Class B designates 0%, and Class C designates 0% of the dividends distributed in December 2009, respectively during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Class A

12/07/2009

$0.061

$0.0119

Class T

12/07/2009

$0.00

$0.00

Class B

12/07/2009

$0.00

$0.00

Class C

12/07/2009

$0.00

$0.00

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Total International Equity Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. Because the fund had been in existence less than three calendar years, the following chart considered by the Board shows, for the one-year period ended December 31, 2009, the total returns of the retail class and Class B of the fund, the total return of a broad-based securities market index ("benchmark"), and a range of total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. The returns of the retail class and Class B show the performance of the highest and lowest performing classes, respectively. The box within the chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below the chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Fidelity Total International Equity Fund

elm1360

The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class of the fund was in the first quartile for the period shown. The Board also noted that the investment performance of the fund was lower than its benchmark for the period shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year. The Board noted that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month (or shorter) periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 15% means that 85% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Fidelity Total International Equity Fund

elm1362

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the period shown in the performance chart above.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A and the retail class ranked below its competitive median for 2009, the total expenses of Class B ranked equal to its competitive median for 2009, and the total expenses of each of Class T, Class C, and Institutional Class ranked above its competitive median for 2009. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable, although in some cases above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors
(U.K.) Limited

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

State Street Bank & Trust Company

Quincy, MA

ATIE-UANN-1210
1.853363.102

elm807

(Fidelity Investment logo)(registered trademark)
Fidelity AdvisorSM
Total International Equity
Fund - Institutional Class

Annual Report

October 31, 2010

Institutional Class is
a class of Fidelity®
Total International Equity Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

The Chairman's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion of Fund Performance

<Click Here>

The Portfolio Managers' review of fund performance and strategy.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED • MAY LOSE VALUE • NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Equities have staged a rally in the second half of 2010, shaking off concerns about the European debt crisis and the possibility of a double-dip recession in the U.S. Although the short-term surge pushed major equity indexes back into positive territory for the year, several questions remain about the longer-term outlook, including lackluster economic growth and persistently high unemployment. Financial markets are always unpredictable, of course, but there also are several time-tested investment principles that can help put the odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There can be tax advantages and cost benefits to consider as well. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or by phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,


(The chairman's signature appears here.)

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' distributions from dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2010

Past 1
year

Life of
fund
A

  Institutional Class

16.48%

-8.42%

A From November 1, 2007.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity AdvisorSM Total International Equity Fund - Institutional Class on November 1, 2007, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI® ACWI® (All Country World Index) ex USA Index performed over the same period.

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Annual Report

Management's Discussion of Fund Performance

Market Recap: International stocks rode a wave of volatility similar to that of their U.S. counterparts during the 12 months ending October 31, 2010. Stocks gained modestly in the first half of the period, despite growing concerns about the European debt crisis. Sentiment turned decidedly negative in May and June, however, and the market suffered a precipitous decline. These losses were more than offset during the last four months of the period, when signs of economic growth and subsiding debt fears helped propel international stocks about 21%. For the full year, the MSCI® ACWI® (All Country World Index) ex USA Index gained 12.76%, boosted in part by a generally depreciating U.S. dollar. Within the index, Canada and emerging markets were standouts, returning 23% and 24%, respectively. Results in the latter group were led by strong-performing India, Mexico and South Africa, while China fell short of the MSCI benchmark due to cooling economic growth. The developed Asia ex Japan segment rose 16% for the period, lifted by solid results from Singapore and Hong Kong. Meanwhile, Europe rose just 9%, held back mainly by debt-riddled Spain and Italy, as well as lagging major constituent France. Japan returned only 5%, a result of that nation's continued weak economy.

Comments from Jed Weiss and George Stairs, Co-Portfolio Managers of Fidelity Advisor Total International Equity Fund: For the year, the fund's Institutional Class shares rose 16.48%, outpacing the MSCI ACWI ex USA index. Stock picking was most favorable in financials - especially among banks - and in the consumer discretionary group, with positive results also coming from information technology, consumer staples and energy. The only material detractor was telecommunication services. Geographically, the fund's allocation in emerging markets was the biggest positive. Specifically, stock picking was strong in Brazil, China and South Africa, while overweightings in Turkey and Indonesia also were helpful. Additionally, successful positioning in Japan contributed. In Europe, good security selection in the U.K., Belgium and Finland outweighed weakness in France and Switzerland, while elsewhere, the fund's stake in global U.S. companies proved beneficial. Top individual contributors included Danish health care company Novo Nordisk, U.S.-listed and Sweden-based auto-safety equipment manufacturer Autoliv, Turkish bank Turkiye Garanti Bankasi, U.K.-based mining company Rio Tinto and South African retailer Mr Price Group. Autoliv and Mr Price Group were not in the index. In contrast, the biggest detractors were French insurance company AXA, Swiss drug maker Roche Holding and Spanish telecommunications provider Telefonica.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2010 to October 31, 2010).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro-rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Shareholder Expense Example - continued

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2010

Ending
Account Value
October 31, 2010

Expenses Paid
During Period
*
May 1, 2010 to
October 31, 2010

Class A

1.50%**

 

 

 

Actual

 

$ 1,000.00

$ 1,088.80

$ 7.90**

HypotheticalA

 

$ 1,000.00

$ 1,017.64

$ 7.63**

Class T

1.75%**

 

 

 

Actual

 

$ 1,000.00

$ 1,086.50

$ 9.20**

HypotheticalA

 

$ 1,000.00

$ 1,016.38

$ 8.89**

Class B

2.25%**

 

 

 

Actual

 

$ 1,000.00

$ 1,085.40

$ 11.83**

HypotheticalA

 

$ 1,000.00

$ 1,013.86

$ 11.42**

Class C

2.25%**

 

 

 

Actual

 

$ 1,000.00

$ 1,085.50

$ 11.83**

HypotheticalA

 

$ 1,000.00

$ 1,013.86

$ 11.42**

Total International Equity

1.25%**

 

 

 

Actual

 

$ 1,000.00

$ 1,090.20

$ 6.59**

HypotheticalA

 

$ 1,000.00

$ 1,018.90

$ 6.36**

Institutional Class

1.25%**

 

 

 

Actual

 

$ 1,000.00

$ 1,090.50

$ 6.59**

HypotheticalA

 

$ 1,000.00

$ 1,018.90

$ 6.36**

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

Annual Report

** If changes to voluntary expense limitations, effective November 1, 2010, had been in effect during the entire period, the annualized expense ratios and the expenses paid in the actual and hypothetical examples above would have been as follows:

 

Annualized
Expense Ratio

Expenses
Paid

Class A

1.45%

 

Actual

 

$ 7.63

HypotheticalA

 

$ 7.38

Class T

1.70%

 

Actual

 

$ 8.94

HypotheticalA

 

$ 8.64

Class B

2.20%

 

Actual

 

$ 11.57

HypotheticalA

 

$ 11.17

Class C

2.20%

 

Actual

 

$ 11.57

HypotheticalA

 

$ 11.17

Total International Equity

1.20%

 

Actual

 

$ 6.32

HypotheticalA

 

$ 6.11

Institutional Class

1.20%

 

Actual

 

$ 6.32

HypotheticalA

 

$ 6.11

A 5% return per year before expenses

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2010

elm707

United Kingdom 15.7%

 

elm709

Japan 11.0%

 

elm711

United States of America 7.2%

 

elm713

Switzerland 6.4%

 

elm715

France 5.4%

 

elm717

Brazil 4.5%

 

elm719

Germany 4.4%

 

elm721

Spain 3.2%

 

elm723

Australia 3.1%

 

elm725

Other 39.1%

 

elm1389

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2010

elm707

United Kingdom 15.8%

 

elm709

Japan 12.4%

 

elm711

Switzerland 7.1%

 

elm713

United States of America 6.2%

 

elm715

France 5.4%

 

elm717

Brazil 4.5%

 

elm719

Germany 4.2%

 

elm721

Australia 3.0%

 

elm723

Canada 3.0%

 

elm725

Other 38.4%

 

elm1401

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks and Investment Companies

97.8

98.0

Short-Term Investments and Net Other Assets

2.2

2.0

Top Ten Stocks as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Nestle SA (Switzerland, Food Products)

1.7

1.5

BHP Billiton PLC ADR (United Kingdom, Metals & Mining)

1.7

1.3

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

1.6

2.1

Royal Dutch Shell PLC Class A sponsored ADR (United Kingdom, Oil, Gas & Consumable Fuels)

1.5

1.5

Rio Tinto PLC (United Kingdom, Metals & Mining)

1.1

1.3

Anheuser-Busch InBev SA NV (Belgium, Beverages)

1.1

1.0

HSBC Holdings PLC (United Kingdom, Commercial Banks)

1.1

1.0

Novo Nordisk AS Series B (Denmark, Pharmaceuticals)

0.9

0.8

Anglo American PLC (United Kingdom) (United Kingdom, Metals & Mining)

0.8

0.8

Mitsui & Co. Ltd. (Japan, Trading Companies & Distributors)

0.8

0.8

 

12.3

Market Sectors as of October 31, 2010

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

25.6

25.3

Materials

12.3

12.4

Consumer Discretionary

11.6

11.7

Industrials

10.0

9.2

Consumer Staples

8.9

9.0

Energy

8.8

8.5

Information Technology

7.0

7.1

Health Care

6.3

7.0

Telecommunication Services

4.1

4.5

Utilities

2.7

3.1

Annual Report

Investments October 31, 2010

Showing Percentage of Net Assets

Common Stocks - 96.9%

Shares

Value

Argentina - 0.1%

Banco Macro SA sponsored ADR

1,200

$ 59,820

Australia - 3.1%

Commonwealth Bank of Australia

1,288

61,701

CSL Ltd.

9,386

301,872

Leighton Holdings Ltd.

7,429

267,096

Macquarie Group Ltd.

7,610

269,876

MAp Group unit

26,561

79,362

Newcrest Mining Ltd.

633

24,780

Newcrest Mining Ltd. sponsored ADR

5,384

212,130

OZ Minerals Ltd.

108,330

166,086

Wesfarmers Ltd.

2,954

95,903

Westfield Group unit

18,847

228,578

Woolworths Ltd.

9,477

263,205

Worleyparsons Ltd.

6,016

135,258

TOTAL AUSTRALIA

2,105,847

Austria - 0.3%

Andritz AG

1,840

140,917

Erste Bank AG

700

31,587

TOTAL AUSTRIA

172,504

Bahamas (Nassau) - 0.0%

Petrominerales Ltd.

700

17,934

Bailiwick of Guernsey - 0.3%

Resolution Ltd.

40,466

169,797

Bailiwick of Jersey - 1.0%

Heritage Oil PLC

3,830

21,139

Informa PLC

31,795

222,100

Randgold Resources Ltd. sponsored ADR

2,080

195,354

United Business Media Ltd.

15,200

160,241

West China Cement Ltd. (a)

36,000

13,933

WPP PLC

7,668

89,098

TOTAL BAILIWICK OF JERSEY

701,865

Belgium - 1.4%

Anheuser-Busch InBev SA NV

12,136

760,490

Gimv NV

350

19,349

Umicore SA

4,521

212,753

TOTAL BELGIUM

992,592

Common Stocks - continued

Shares

Value

Bermuda - 1.4%

Aquarius Platinum Ltd.:

(Australia)

10,047

$ 57,776

(United Kingdom)

3,600

20,781

China Yurun Food Group Ltd.

13,000

50,566

CNPC (Hong Kong) Ltd.

38,000

48,338

Credicorp Ltd. (NY Shares)

200

25,176

Great Eagle Holdings Ltd.

7,000

20,951

Jinhui Shipping & Transportation Ltd. (a)

1,197

4,760

Lazard Ltd. Class A

2,800

103,320

Orient Overseas International Ltd.

7,000

61,364

Seadrill Ltd. (d)

12,000

363,320

Sinofert Holdings Ltd. (a)

38,000

20,100

Texwinca Holdings Ltd.

16,000

17,463

Trinity Ltd.

78,000

77,987

VimpelCom Ltd. ADR (a)

4,300

65,919

TOTAL BERMUDA

937,821

Brazil - 4.5%

AES Tiete SA (PN) (non-vtg.)

1,700

23,433

Banco ABC Brasil SA

14,100

138,911

Banco Bradesco SA (PN) sponsored ADR

10,500

218,400

Banco do Brasil SA

12,611

245,370

Banco do Estado do Rio Grande do Sul SA

1,200

13,184

Banco Santander (Brasil) SA ADR

6,800

97,920

BM&F Bovespa SA

19,700

165,016

BR Malls Participacoes SA

8,800

84,058

Brascan Residential Properties SA

2,000

10,886

Braskem SA Class A sponsored ADR

11,730

244,571

Companhia de Bebidas das Americas (AmBev) (PN) sponsored ADR

600

83,544

Companhia Siderurgica Nacional SA (CSN) sponsored ADR

5,700

96,216

Confab Industrial SA (PN) (non-vtg.)

2,000

7,230

Cyrela Brazil Realty SA

5,300

73,213

Drogasil SA

800

20,235

Eletropaulo Metropolitana SA (PN-B)

900

15,712

Estacio Participacoes SA

900

13,443

Even Construtora e Incorporadora SA

1,500

8,535

Fibria Celulose SA sponsored ADR (a)

3,157

56,700

Fleury SA

900

11,639

Gafisa SA sponsored ADR

3,930

65,985

Iguatemi Empresa de Shopping Centers SA

2,800

65,342

Itau Unibanco Banco Multiplo SA ADR

6,927

170,127

Common Stocks - continued

Shares

Value

Brazil - continued

Light SA

1,700

$ 21,405

Localiza Rent A Car SA

2,800

46,332

Lojas Renner SA

1,600

63,202

Multiplan Empreendimentos Imobiliarios SA

3,400

77,945

Natura Cosmeticos SA

1,800

51,528

Odontoprev SA

1,200

17,635

OGX Petroleo e Gas Participacoes SA (a)

9,500

124,641

PDG Realty SA Empreendimentos e Participacoes

4,900

61,264

Petroleo Brasileiro SA - Petrobras:

(ON) sponsored ADR

4,500

153,540

(PN) sponsored ADR (non-vtg.)

4,700

146,593

TIM Participacoes SA sponsored ADR (non-vtg.)

1,400

45,164

Vale SA (PN-A) sponsored ADR

8,000

229,840

Vivo Participacoes SA sponsored ADR

4,700

134,608

Weg SA

1,100

14,206

TOTAL BRAZIL

3,117,573

Canada - 2.5%

Agnico-Eagle Mines Ltd. (Canada)

2,090

162,093

Eldorado Gold Corp.

3,900

66,039

Fairfax Financial Holdings Ltd. (sub. vtg.)

165

67,493

First Quantum Minerals Ltd.

800

70,054

Goldcorp, Inc.

1,400

62,512

Niko Resources Ltd.

2,660

253,768

Open Text Corp. (a)

3,900

172,535

Pacific Rubiales Energy Corp. (a)

400

12,750

Pan American Silver Corp.

3,500

111,720

Petrobank Energy & Resources Ltd. (a)

6,400

254,707

Power Corp. of Canada (sub. vtg.)

2,900

80,924

Quadra FNX Mining Ltd. (a)

600

8,471

Sherritt International Corp.

1,600

12,440

Suncor Energy, Inc.

3,500

112,148

Toronto-Dominion Bank

3,500

252,059

Uranium One, Inc. (a)

9,500

38,842

TOTAL CANADA

1,738,555

Cayman Islands - 1.2%

3SBio, Inc. sponsored ADR (a)

1,200

18,060

Alibaba.com Ltd. (a)

32,500

63,480

China High Speed Transmission Equipment Group Co. Ltd.

26,000

53,132

China Lilang Ltd.

51,000

79,745

China Shanshui Cement Group Ltd.

49,000

34,895

Common Stocks - continued

Shares

Value

Cayman Islands - continued

Daphne International Holdings Ltd.

36,000

$ 40,221

Eurasia Drilling Co. Ltd.:

GDR (e)

400

10,200

GDR (Reg. S)

2,400

61,200

Geely Automobile Holdings Ltd.

65,000

36,646

Hengdeli Holdings Ltd.

206,000

114,278

Hidili Industry International Development Ltd.

33,000

35,166

International Mining Machinery Holdings Ltd.

26,000

22,642

Kingboard Chemical Holdings Ltd.

11,000

53,501

Kingboard Chemical Holdings Ltd. warrants 10/31/12 (a)

600

344

Shenguan Holdings Group Ltd.

10,000

13,030

Trina Solar Ltd. ADR (a)

800

21,408

Vantage Drilling Co. (a)

5,500

9,460

Wynn Macau Ltd.

64,000

141,520

TOTAL CAYMAN ISLANDS

808,928

Chile - 0.2%

Banco Santander Chile sponsored ADR

1,400

129,696

China - 2.1%

Anhui Expressway Co. Ltd. (H Shares)

16,000

12,179

Baidu.com, Inc. sponsored ADR (a)

1,800

198,018

China Communications Services Corp. Ltd. (H Shares)

36,000

20,993

China Construction Bank Corp. (H Shares)

155,000

147,776

China Hongxing Sports Ltd.

33,000

4,462

China Merchants Bank Co. Ltd. (H Shares)

84,383

239,500

China Minsheng Banking Corp. Ltd. (H Shares)

31,500

29,300

China Suntien Green Energy Corp. Ltd. (H Shares)

2,000

673

Digital China Holdings Ltd. (H Shares)

9,000

16,255

Golden Eagle Retail Group Ltd. (H Shares)

21,000

55,810

Harbin Power Equipment Co. Ltd. (H Shares)

28,000

37,713

Industrial & Commercial Bank of China Ltd. (H Shares)

411,000

330,868

Minth Group Ltd.

24,000

44,896

Nine Dragons Paper (Holdings) Ltd.

37,000

59,668

Ping An Insurance Group Co. China Ltd. (H Shares)

12,000

129,192

Weichai Power Co. Ltd. (H Shares)

2,000

26,267

Yantai Changyu Pioneer Wine Co. (B Shares)

4,890

63,024

Zhaojin Mining Industry Co. Ltd. (H Shares)

2,000

6,218

TOTAL CHINA

1,422,812

Colombia - 0.1%

Ecopetrol SA ADR

1,400

66,836

Common Stocks - continued

Shares

Value

Cyprus - 0.0%

AFI Development PLC GDR (Reg. S)

3,600

$ 4,248

Czech Republic - 0.1%

Komercni Banka AS

300

68,070

Denmark - 1.3%

Novo Nordisk AS:

Series B

948

99,523

Series B sponsored ADR

4,800

503,040

Vestas Wind Systems AS (a)

4,295

137,046

William Demant Holding AS (a)

2,010

150,663

TOTAL DENMARK

890,272

Egypt - 0.1%

Commercial International Bank Ltd. sponsored GDR

12,800

97,920

Finland - 0.9%

Metso Corp.

3,600

170,664

Nokian Tyres PLC

6,502

225,275

Outotec OYJ

4,300

200,678

TOTAL FINLAND

596,617

France - 5.4%

Alstom SA

3,947

199,142

Atos Origin SA (a)

1,272

58,806

Audika SA

1,000

24,420

AXA SA sponsored ADR

28,100

512,263

BNP Paribas SA

4,051

296,212

Christian Dior SA

700

101,249

Compagnie de St. Gobain

3,807

177,776

Credit Agricole SA

9,000

147,459

Danone

4,280

270,822

Laurent-Perrier Group

209

23,553

PPR SA

1,000

163,913

Remy Cointreau SA

1,952

137,055

Safran SA

7,114

225,494

Saft Groupe SA

629

24,025

Sanofi-Aventis sponsored ADR

6,400

224,704

Schneider Electric SA

957

135,825

Societe Generale Series A

6,910

413,682

Total SA

390

21,224

Total SA sponsored ADR

4,900

266,952

Unibail-Rodamco

1,121

233,504

Common Stocks - continued

Shares

Value

France - continued

Vetoquinol SA

200

$ 8,477

Virbac SA

100

16,092

TOTAL FRANCE

3,682,649

Georgia - 0.0%

Bank of Georgia unit (a)

1,100

18,139

Germany - 4.3%

Allianz AG sponsored ADR

7,300

91,469

alstria office REIT-AG

600

8,357

BASF AG

2,472

179,826

Bayerische Motoren Werke AG (BMW)

2,642

189,362

Bilfinger Berger Se

348

25,339

Colonia Real Estate AG (a)

2,981

19,562

CTS Eventim AG

431

24,324

Daimler AG (United States) (a)

4,700

310,200

Deutsche Boerse AG

1,650

116,080

E.ON AG

12,545

392,754

Fielmann AG

209

21,098

HeidelbergCement AG

3,700

193,501

Linde AG

2,496

359,288

MAN SE

1,266

139,164

Metro AG

1,600

112,117

Munich Re Group

1,402

219,174

Siemens AG sponsored ADR

4,200

480,102

Software AG (Bearer)

193

27,043

Volkswagen AG

566

74,314

TOTAL GERMANY

2,983,074

Greece - 0.1%

Hellenic Telecommunications Organization SA

3,227

25,770

Public Power Corp. of Greece

3,202

53,688

Terna Energy SA

3,249

13,969

TOTAL GREECE

93,427

Hong Kong - 2.8%

China Mobile (Hong Kong) Ltd.

18,000

183,822

China Resources Power Holdings Co. Ltd.

60,000

115,491

Chow Sang Sang Holdings International Ltd.

4,000

10,527

CNOOC Ltd.

142,000

296,456

CNOOC Ltd. sponsored ADR

260

54,319

Hang Lung Group Ltd.

8,000

53,101

Hong Kong Exchanges and Clearing Ltd.

14,500

319,136

Common Stocks - continued

Shares

Value

Hong Kong - continued

Hutchison Whampoa Ltd.

5,000

$ 49,282

I.T Ltd.

12,000

10,125

Shanghai Industrial Holdings Ltd.

14,000

64,480

Swire Pacific Ltd. (A Shares)

18,500

262,538

Techtronic Industries Co. Ltd.

112,500

113,933

Wharf Holdings Ltd.

56,000

367,734

TOTAL HONG KONG

1,900,944

Hungary - 0.0%

Egis Rt.

125

14,685

India - 1.8%

Bank of Baroda

8,655

205,352

Bharat Heavy Electricals Ltd.

1,225

67,587

Housing Development Finance Corp. Ltd.

6,972

108,170

Idea Cellular Ltd. (a)

13,905

21,159

Indian Oil Corp. Ltd.

1,798

16,958

Indian Overseas Bank

3,526

12,712

Infosys Technologies Ltd. sponsored ADR

1,900

128,136

Infotech Enterprises Ltd.

1,602

5,913

Infrastructure Development Finance Co. Ltd.

14,735

66,503

Jain Irrigation Systems Ltd.

9,935

52,000

JSW Steel Ltd.

2,520

76,294

Jyothy Laboratories Ltd.

2,850

17,746

LIC Housing Finance Ltd.

393

11,886

Punjab National Bank

150

4,886

Radico Khaitan Ltd.

1,989

8,023

Reliance Industries Ltd.

6,015

148,764

Rural Electrification Corp. Ltd.

7,306

61,093

Shriram Transport Finance Co. Ltd.

1,315

26,149

Tata Consultancy Services Ltd.

4,255

101,074

Tata Steel Ltd.

1,184

15,744

Ultratech Cement Ltd.

1,753

43,500

Unitech Ltd.

4,394

8,605

TOTAL INDIA

1,208,254

Indonesia - 1.4%

Indofood Sukses Makmur Tbk PT (a)

17,500

11,161

PT Astra International Tbk

14,500

92,475

PT Bank Mandiri (Persero) Tbk

32,000

25,063

PT Bank Negara Indonesia (Persero) Tbk

132,000

57,600

PT Bank Rakyat Indonesia Tbk

187,000

238,523

PT Bank Tabungan Negara Tbk

79,000

17,590

Common Stocks - continued

Shares

Value

Indonesia - continued

PT Bumi Serpong Damai Tbk

106,500

$ 10,010

PT Ciputra Development Tbk (a)

245,500

11,537

PT Delta Dunia Petroindo Tbk (a)

154,000

18,437

PT Gudang Garam Tbk

12,000

64,045

PT Indo Tambangraya Megah Tbk

7,000

35,401

PT Indocement Tunggal Prakarsa Tbk

36,000

73,712

PT Indofood Sukses Makmur Tbk

123,500

71,854

PT Kalbe Farma Tbk

67,500

20,203

PT Perusahaan Gas Negara Tbk Series B

102,000

46,221

PT Semen Gresik (Persero) Tbk

67,500

74,014

PT Tambang Batubbara Bukit Asam Tbk

6,000

13,192

PT Tower Bersama Infrastructure Tbk

101,000

28,817

PT XL Axiata Tbk (a)

75,500

48,573

TOTAL INDONESIA

958,428

Ireland - 0.5%

CRH PLC sponsored ADR

12,904

228,014

James Hardie Industries NV sponsored ADR (a)

4,465

118,680

TOTAL IRELAND

346,694

Israel - 0.2%

Azrieli Group

582

15,002

Ituran Location & Control Ltd.

492

7,651

Teva Pharmaceutical Industries Ltd. sponsored ADR

2,500

129,750

TOTAL ISRAEL

152,403

Italy - 1.7%

Azimut Holdings SpA

18,707

190,799

ENI SpA

3,000

67,535

Fiat SpA

14,000

236,880

Interpump Group SpA (a)

4,425

28,862

Intesa Sanpaolo SpA

99,944

351,492

Saipem SpA

2,714

120,580

UniCredit SpA

60,101

156,634

TOTAL ITALY

1,152,782

Japan - 11.0%

ABC-Mart, Inc.

2,100

71,427

Aisin Seiki Co. Ltd.

4,400

138,173

Aozora Bank Ltd.

10,000

16,776

Asahi Co. Ltd.

500

7,394

Autobacs Seven Co. Ltd.

3,900

146,123

Credit Saison Co. Ltd.

2,700

38,296

Common Stocks - continued

Shares

Value

Japan - continued

Daikoku Denki Co. Ltd.

1,200

$ 13,570

Daikokutenbussan Co. Ltd.

800

28,035

Denso Corp.

13,800

429,154

East Japan Railway Co.

2,700

166,735

Fanuc Ltd.

2,300

332,970

Fast Retailing Co. Ltd.

900

117,892

FCC Co. Ltd.

1,000

21,461

Fukuoka (REIT) Investment Fund

2

13,421

GCA Savvian Group Corp. (a)

14

13,275

Glory Ltd.

400

8,823

Goldcrest Co. Ltd.

410

8,850

Honda Motor Co. Ltd.

4,500

162,220

Japan Retail Fund Investment Corp.

103

160,893

Japan Steel Works Ltd.

15,000

143,116

Japan Tobacco, Inc.

14

43,494

JSR Corp.

4,300

74,436

Kamigumi Co. Ltd.

2,000

15,633

Keyence Corp.

810

200,814

Kobayashi Pharmaceutical Co. Ltd.

4,200

195,725

Konica Minolta Holdings, Inc.

8,500

82,135

Kyoto Kimono Yuzen Co. Ltd.

900

9,786

Meiko Network Japan Co. Ltd.

900

7,505

Miraca Holdings, Inc.

1,900

68,378

Miraial Co. Ltd.

300

7,356

Mitsubishi UFJ Financial Group, Inc.

83,900

389,380

Mitsui & Co. Ltd.

35,100

552,032

MS&AD Insurance Group Holdings, Inc.

4,190

100,379

Nabtesco Corp.

1,600

28,334

Nachi-Fujikoshi Corp.

7,000

20,964

Nagaileben Co. Ltd.

300

7,113

Nihon Parkerizing Co. Ltd.

1,000

13,135

Nippon Electric Glass Co. Ltd.

16,000

205,661

Nippon Seiki Co. Ltd.

2,000

20,256

Nippon Telegraph & Telephone Corp.

1,400

63,141

Nippon Thompson Co. Ltd.

20,000

138,685

Nitto Kohki Co. Ltd.

300

7,072

Obic Co. Ltd.

700

129,266

ORIX Corp.

2,420

220,738

Osaka Securities Exchange Co. Ltd.

32

161,054

OSG Corp.

1,400

14,632

Promise Co. Ltd.

8,950

37,482

Ricoh Co. Ltd.

5,000

69,943

Common Stocks - continued

Shares

Value

Japan - continued

SAZABY, Inc.

400

$ 7,456

Seven & i Holdings Co., Ltd.

3,000

69,639

Shiseido Co. Ltd.

7,100

148,231

SHO-BOND Holdings Co. Ltd.

3,500

74,897

Shoei Co. Ltd.

600

5,436

SOFTBANK CORP.

2,400

77,076

Sumitomo Corp.

22,900

289,933

Sumitomo Metal Industries Ltd.

27,000

62,667

Sumitomo Mitsui Financial Group, Inc.

7,500

223,858

The Nippon Synthetic Chemical Industry Co. Ltd.

1,000

5,866

THK Co. Ltd.

700

13,466

Toho Holdings Co. Ltd.

1,200

16,806

Tokio Marine Holdings, Inc.

4,000

112,463

Tokyo Electron Ltd.

2,400

135,416

Tokyo Gas Co. Ltd.

66,000

310,523

Toyota Motor Corp.

10,800

382,539

Tsumura & Co.

600

18,462

Tsutsumi Jewelry Co. Ltd.

400

9,420

USS Co. Ltd.

4,100

318,951

West Japan Railway Co.

19

70,537

Xebio Co. Ltd.

400

7,854

Yamada Denki Co. Ltd.

1,400

90,990

Yamatake Corp.

600

14,607

Yamato Kogyo Co. Ltd.

6,900

176,980

TOTAL JAPAN

7,567,206

Kazakhstan - 0.1%

KazMunaiGas Exploration & Production JSC (Reg. S) GDR

1,900

32,680

Korea (South) - 2.7%

Busan Bank

1,850

23,032

CJ Corp.

645

45,486

Daegu Bank Co. Ltd.

1,700

22,299

Daelim Industrial Co.

450

36,656

Doosan Co. Ltd.

158

21,287

GS Holdings Corp.

640

33,579

Hanjin Heavy Industries & Consolidated Co. Ltd.

1,090

41,584

Honam Petrochemical Corp.

295

65,060

Hyundai Department Store Co. Ltd.

153

16,940

Hyundai Heavy Industries Co. Ltd.

267

87,021

Hyundai Mobis

495

123,255

Hyundai Motor Co.

1,177

177,937

Industrial Bank of Korea

5,500

78,991

Common Stocks - continued

Shares

Value

Korea (South) - continued

Kia Motors Corp.

2,440

$ 97,426

KT Corp.

1,220

48,100

LG Chemical Ltd.

150

46,287

Lumens Co. Ltd. (a)

1,889

16,799

NCsoft Corp.

296

65,149

NHN Corp. (a)

1,207

214,136

Samsung Electronics Co. Ltd.

519

343,846

Shinhan Financial Group Co. Ltd.

5,240

202,936

Shinhan Financial Group Co. Ltd. sponsored ADR

300

23,331

Tong Yang Securities, Inc.

2,260

22,811

Young Poong Precision Corp.

570

6,666

TOTAL KOREA (SOUTH)

1,860,614

Lebanon - 0.0%

BLOM Bank SAL GDR

500

4,600

Luxembourg - 0.5%

ArcelorMittal SA:

(Netherlands)

2,449

79,226

Class A unit

5,200

168,376

Evraz Group SA GDR (a)

1,900

57,608

GlobeOp Financial Services SA

2,300

11,248

Millicom International Cellular SA

500

47,300

TOTAL LUXEMBOURG

363,758

Malaysia - 0.1%

AirAsia Bhd (a)

20,300

16,117

Axiata Group Bhd (a)

35,000

50,514

RHB Capital BHD

5,200

13,422

Top Glove Corp. Bhd

11,500

20,331

TOTAL MALAYSIA

100,384

Mexico - 0.9%

America Movil SAB de CV Series L sponsored ADR

4,300

246,218

Banco Compartamos SA de CV

6,300

44,629

Genomma Lab Internacional SA de CV (a)

7,000

15,207

Wal-Mart de Mexico SA de CV Series V

106,200

290,469

TOTAL MEXICO

596,523

Netherlands - 2.5%

Aalberts Industries NV

1,500

27,394

ASM International NV unit (a)

6,035

154,194

ASML Holding NV

6,500

215,735

Common Stocks - continued

Shares

Value

Netherlands - continued

Gemalto NV

3,301

$ 150,289

Heijmans NV unit (a)

710

13,386

ING Groep NV:

(Certificaten Van Aandelen) unit (a)

19,510

208,679

sponsored ADR (a)

25,300

272,734

Koninklijke Ahold NV

6,433

88,885

Koninklijke KPN NV

19,438

324,564

QIAGEN NV (a)

6,800

127,908

Randstad Holdings NV (a)

2,303

109,594

TOTAL NETHERLANDS

1,693,362

Nigeria - 0.1%

Guaranty Trust Bank PLC GDR (Reg. S)

5,825

42,290

Norway - 0.4%

Aker Solutions ASA

12,453

189,580

Det Norske Oljeselskap ASA (DNO) (A Shares) (a)

7,400

11,619

DnB NOR ASA

4,300

59,004

Sevan Marine ASA (a)

10,000

13,474

TOTAL NORWAY

273,677

Papua New Guinea - 0.0%

Oil Search Ltd.

1,312

8,200

Peru - 0.2%

Compania de Minas Buenaventura SA sponsored ADR

2,600

137,904

Philippines - 0.0%

Jollibee Food Corp.

3,500

7,220

Megaworld Corp.

70,000

4,177

TOTAL PHILIPPINES

11,397

Poland - 0.0%

Bank Handlowy w Warszawie SA

511

16,134

Portugal - 0.5%

Energias de Portugal SA

52,028

199,012

Jeronimo Martins SGPS SA

10,525

157,873

TOTAL PORTUGAL

356,885

Qatar - 0.0%

Commercial Bank of Qatar GDR (Reg. S)

6,707

30,733

Russia - 1.6%

Cherkizovo Group OJSC GDR (a)

1,018

20,740

LSR Group OJSC GDR (Reg. S) (a)

1,800

15,300

Magnit OJSC GDR (Reg. S)

3,100

82,894

Common Stocks - continued

Shares

Value

Russia - continued

Mechel Steel Group OAO sponsored ADR

5,300

$ 124,815

OAO Gazprom sponsored ADR

3,800

83,030

OAO NOVATEK GDR

1,300

124,345

OAO Raspadskaya (a)

2,100

12,228

OAO Tatneft sponsored ADR

2,400

75,720

OJSC MMC Norilsk Nickel sponsored ADR

4,484

83,627

OJSC Oil Company Rosneft GDR (Reg. S)

16,800

117,096

Polymetal JSC GDR (Reg. S) (a)

3,900

61,620

Protek (a)

705

1,280

RusHydro JSC sponsored ADR (a)

10,400

53,820

Sberbank (Savings Bank of the Russian Federation)

34,200

112,391

Sberbank (Savings Bank of the Russian Federation) GDR

150

56,354

Severstal JSC (a)

1,200

16,377

Sistema JSFC sponsored GDR

2,200

56,760

TGK-1 OAO (a)

17,098,600

11,866

TOTAL RUSSIA

1,110,263

Singapore - 1.3%

Allgreen Properties Ltd.

21,000

19,308

City Developments Ltd.

8,000

78,622

DBS Group Holdings Ltd.

5,226

56,124

Keppel Corp. Ltd.

5,000

38,554

Keppel Land Ltd.

3,000

10,268

Singapore Exchange Ltd.

29,700

201,932

Straits Asia Resources Ltd.

23,000

40,694

United Overseas Bank Ltd.

18,943

272,810

Wing Tai Holdings Ltd.

57,000

77,069

Yanlord Land Group Ltd.

91,000

120,930

TOTAL SINGAPORE

916,311

South Africa - 2.3%

African Bank Investments Ltd.

13,600

69,776

African Rainbow Minerals Ltd.

11,850

302,312

AngloGold Ashanti Ltd.

1,600

75,040

AngloGold Ashanti Ltd. sponsored ADR

900

42,399

Aspen Pharmacare Holdings Ltd.

3,700

49,386

Clicks Group Ltd.

33,784

220,402

Foschini Ltd.

4,920

59,721

Impala Platinum Holdings Ltd.

1,700

48,051

Imperial Holdings Ltd.

120

1,957

JSE Ltd.

10,100

113,904

Mr Price Group Ltd.

27,800

252,639

Common Stocks - continued

Shares

Value

South Africa - continued

Mvelaphanda Resources Ltd. (a)

8,322

$ 54,410

Shoprite Holdings Ltd.

4,600

65,023

Standard Bank Group Ltd.

7,537

111,144

Wilson Bayly Holmes-Ovcon Ltd.

1,000

19,326

Woolworths Holdings Ltd.

16,241

63,642

TOTAL SOUTH AFRICA

1,549,132

Spain - 3.2%

Banco Bilbao Vizcaya Argentaria SA sponsored ADR

30,294

398,366

Banco Santander SA

12,015

154,180

Banco Santander SA sponsored ADR

28,700

367,647

Gestevision Telecinco SA

2,300

29,334

Grifols SA

446

7,221

Iberdrola SA

41,442

349,447

Inditex SA

2,780

232,133

Prosegur Compania de Seguridad SA (Reg.)

2,951

176,812

Red Electrica Corporacion SA

1,300

65,292

Telefonica SA sponsored ADR

5,040

408,946

TOTAL SPAIN

2,189,378

Sweden - 0.7%

H&M Hennes & Mauritz AB (B Shares)

8,382

295,307

Intrum Justitia AB

1,200

16,523

Swedish Match Co.

3,900

108,975

Telefonaktiebolaget LM Ericsson (B Shares)

6,834

75,136

TOTAL SWEDEN

495,941

Switzerland - 6.4%

Bank Sarasin & Co. Ltd. Series B (Reg.)

1,098

40,156

Credit Suisse Group sponsored ADR

3,160

131,140

Lonza Group AG

313

27,394

Nestle SA

21,540

1,179,467

Novartis AG sponsored ADR

8,400

486,780

Roche Holding AG (participation certificate)

7,328

1,075,731

Sonova Holding AG Class B

2,658

307,830

The Swatch Group AG:

(Bearer)

680

259,814

(Reg.)

189

13,133

Transocean Ltd. (a)

2,920

185,011

UBS AG (a)

4,073

69,169

Common Stocks - continued

Shares

Value

Switzerland - continued

UBS AG (NY Shares) (a)

6,900

$ 117,438

Zurich Financial Services AG

1,946

476,245

TOTAL SWITZERLAND

4,369,308

Taiwan - 1.4%

Advanced Semiconductor Engineering, Inc.

10,999

9,576

Advanced Semiconductor Engineering, Inc. sponsored ADR

9,899

43,853

Alpha Networks, Inc.

20,000

17,775

Asia Cement Corp.

49,440

50,967

AU Optronics Corp. (a)

45,000

44,920

Chroma ATE, Inc.

9,150

23,559

Farglory Land Development Co. Ltd.

8,000

19,866

Formosa Plastics Corp.

37,000

106,146

Fubon Financial Holding Co. Ltd.

59,846

73,329

Hon Hai Precision Industry Co. Ltd. (Foxconn)

18,858

71,476

HTC Corp.

6,300

142,241

Huaku Development Co. Ltd.

6,000

16,644

Macronix International Co. Ltd.

103,000

63,439

Pegatron Corp. (a)

21,000

28,441

Ruentex Development Co. Ltd.

6,000

9,959

Taishin Financial Holdings Co. Ltd.

153,180

67,068

Taiwan Cement Corp.

26,000

27,695

Taiwan Semiconductor Manufacturing Co. Ltd.

27,035

55,649

Unimicron Technology Corp.

7,000

11,916

Wistron Corp.

35,510

72,981

TOTAL TAIWAN

957,500

Thailand - 0.5%

Advanced Info Service PCL (For. Reg.)

15,700

47,194

Banpu PCL:

unit

300

7,756

(For. Reg.)

2,000

51,703

BEC World PCL (For. Reg.)

20,800

23,100

Siam Commercial Bank PCL (For. Reg.)

53,300

182,473

Total Access Communication PCL (For. Reg.)

200

281

TOTAL THAILAND

312,507

Turkey - 1.4%

Albaraka Turk Katilim Bankasi AS

10,000

20,079

Anadolu Efes Biracilik ve Malt Sanayii AS

8,000

127,728

Asya Katilim Bankasi AS

30,000

77,390

Coca-Cola Icecek AS

10,400

133,417

Enka Insaat ve Sanayi AS

5,666

25,875

Common Stocks - continued

Shares

Value

Turkey - continued

Sinpas Gayrimenkul Yatirim Ortakligi AS (a)

11,000

$ 16,719

Tofas Turk Otomobil Fabrikasi AS

8,511

47,175

Turk Hava Yollari AO

21,714

90,078

Turkiye Garanti Bankasi AS

61,700

378,554

Turkiye Halk Bankasi AS

7,000

70,766

TOTAL TURKEY

987,781

United Arab Emirates - 0.1%

DP World Ltd.

62,496

37,435

United Kingdom - 15.7%

Aberdeen Asset Management PLC

27,018

76,964

Aegis Group PLC

48,438

97,549

AMEC PLC

1,055

18,356

Anglo American PLC (United Kingdom)

12,031

560,531

AstraZeneca PLC sponsored ADR

1,900

95,874

Aviva PLC

17,072

108,860

Babcock International Group PLC

16,100

149,609

BAE Systems PLC

39,000

215,382

Barclays PLC

57,875

254,296

Bellway PLC

1,728

14,784

BG Group PLC

26,887

523,601

BHP Billiton PLC ADR

16,300

1,154,040

BP PLC sponsored ADR

13,100

534,873

British Airways PLC (a)

13,000

56,381

Britvic PLC

3,000

23,186

Centrica PLC

15,575

82,895

Cobham PLC

25,400

94,249

Dechra Pharmaceuticals PLC

1,300

11,039

Derwent London PLC

500

12,176

GlaxoSmithKline PLC sponsored ADR

8,500

331,840

Great Portland Estates PLC

3,972

21,987

H&T Group PLC

2,891

16,165

Hikma Pharmaceuticals PLC

3,478

43,798

HSBC Holdings PLC:

(United Kingdom)

25,682

267,256

sponsored ADR

9,251

482,070

Imperial Tobacco Group PLC

6,811

218,136

InterContinental Hotel Group PLC ADR

12,590

243,617

International Power PLC

9,989

66,784

Johnson Matthey PLC

6,192

189,879

Man Group PLC

9,279

38,771

Meggitt PLC

5,952

31,478

Common Stocks - continued

Shares

Value

United Kingdom - continued

Micro Focus International PLC

2,500

$ 15,293

Misys PLC (a)

11,200

50,495

Mothercare PLC

9,299

78,291

Persimmon PLC

1,737

9,490

Prudential PLC

16,571

167,579

Reckitt Benckiser Group PLC

4,738

265,001

Rio Tinto PLC

5,196

337,440

Rio Tinto PLC sponsored ADR

6,560

427,187

Rotork PLC

500

13,418

Royal Dutch Shell PLC Class A sponsored ADR

15,300

993,429

Serco Group PLC

27,871

274,173

Shaftesbury PLC

17,833

127,427

Spectris PLC

1,649

29,828

Spirax-Sarco Engineering PLC

1,404

40,692

Standard Chartered PLC:

rights 11/5/10 (a)

2,079

17,504

(United Kingdom)

16,639

481,313

Ted Baker PLC

2,175

21,431

Tesco PLC

54,583

373,281

Ultra Electronics Holdings PLC

800

23,853

Unite Group PLC (a)

25,402

84,651

Vedanta Resources PLC

4,000

132,978

Victrex PLC

4,318

89,312

Vodafone Group PLC sponsored ADR

19,400

533,694

Wolseley PLC (a)

3,963

105,589

Xstrata PLC

2,900

56,196

TOTAL UNITED KINGDOM

10,785,971

United States of America - 4.5%

Advanced Energy Industries, Inc. (a)

1,581

22,703

Allergan, Inc.

1,400

101,374

Autoliv, Inc.

3,750

267,375

Berkshire Hathaway, Inc. Class B (a)

1,550

123,318

CTC Media, Inc.

1,600

37,760

Cymer, Inc. (a)

2,350

86,833

Dril-Quip, Inc. (a)

230

15,893

eBay, Inc. (a)

2,000

59,620

Evercore Partners, Inc. Class A

380

11,537

Freeport-McMoRan Copper & Gold, Inc.

600

56,808

Google, Inc. Class A (a)

200

122,598

ION Geophysical Corp. (a)

16,371

80,054

JPMorgan Chase & Co.

2,663

100,209

Common Stocks - continued

Shares

Value

United States of America - continued

Juniper Networks, Inc. (a)

13,740

$ 445,039

Kansas City Southern (a)

680

29,798

Lam Research Corp. (a)

197

9,021

Martin Marietta Materials, Inc.

880

70,822

Mead Johnson Nutrition Co. Class A

3,400

199,988

Mohawk Industries, Inc. (a)

2,670

153,098

Oceaneering International, Inc. (a)

140

8,662

Philip Morris International, Inc.

2,300

134,550

PriceSmart, Inc.

1,800

52,794

ResMed, Inc. (a)

5,360

170,823

Solera Holdings, Inc.

200

9,610

Solutia, Inc. (a)

484

8,765

Union Pacific Corp.

2,300

201,664

Visa, Inc. Class A

6,594

515,453

TOTAL UNITED STATES OF AMERICA

3,096,169

TOTAL COMMON STOCKS

(Cost $63,165,472)

66,515,229

Nonconvertible Preferred Stocks - 0.4%

 

 

 

 

Germany - 0.1%

Volkswagen AG

200

30,055

Italy - 0.3%

Fiat SpA (Risparmio Shares)

7,800

91,656

Telecom Italia SpA (Risparmio Shares)

104,200

127,820

TOTAL ITALY

219,476

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $240,073)

249,531

Investment Companies - 0.5%

 

 

 

 

United States of America - 0.5%

iShares MSCI ACWI ex US Index ETF
(Cost $347,161)

8,000

342,000

Money Market Funds - 0.5%

 

 

 

 

Fidelity Securities Lending Cash Central Fund, 0.24% (b)(c)
(Cost $355,537)

355,537

355,537

Cash Equivalents - 1.6%

Maturity Amount

Value

Investments in repurchase agreements in a joint trading account at 0.22%, dated 10/29/10 due 11/1/10 (Collateralized by U.S. Treasury Obligations) #
(Cost $1,074,000)

$ 1,074,019

$ 1,074,000

TOTAL INVESTMENT PORTFOLIO - 99.9%

(Cost $65,182,243)

68,536,297

NET OTHER ASSETS (LIABILITIES) - 0.1%

100,928

NET ASSETS - 100%

$ 68,637,225

Security Type Abbreviations

ETF

-

Exchange-Traded Funds

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request. In addition, each Fidelity Central Fund's financial statements, which are not covered by the Fund's report of Independent Registered Public Accounting Firm, are available on the SEC's website or upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $10,200 or 0.0% of net assets.

# Additional information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty

Value

$1,074,000 due 11/01/10 at 0.22%

BNP Paribas Securities Corp.

$ 178,969

Barclays Capital, Inc.

268,288

Credit Agricole Securities (USA), Inc.

46,262

Credit Suisse Securities (USA) LLC

49,440

Deutsche Bank Securities, Inc.

82,975

HSBC Securities (USA), Inc.

82,975

J.P. Morgan Securities, Inc.

221,267

Mizuho Securities USA, Inc.

55,317

Societe Generale, New York Branch

55,317

UBS Securities LLC

27,658

Wells Fargo Securities LLC

5,532

 

$ 1,074,000

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Securities Lending Cash Central Fund

$ 17,945

Other Information

The following is a summary of the inputs used, as of October 31, 2010, involving the Fund's assets and liabilities carried at fair value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the tables below, please refer to the Security Valuation section in the accompanying Notes to Financial Statements.

Valuation Inputs at Reporting Date:

Description

Total

Level 1

Level 2

Level 3

Investments in Securities:

Equities:

United Kingdom

$ 10,785,971

$ 9,650,540

$ 1,135,431

$ -

Japan

7,567,206

2,787,776

4,779,430

-

Switzerland

4,369,308

4,300,139

69,169

-

France

3,682,649

3,661,425

21,224

-

Brazil

3,117,573

3,117,573

-

-

United States of America

3,096,169

3,096,169

-

-

Germany

3,013,129

3,013,129

-

-

Spain

2,189,378

2,035,198

154,180

-

Australia

2,105,847

2,105,847

-

-

Other

26,837,530

25,140,942

1,696,588

-

Investment Companies

342,000

342,000

-

-

Money Market Funds

355,537

355,537

-

-

Cash Equivalents

1,074,000

-

1,074,000

-

Total Investments in Securities:

$ 68,536,297

$ 59,606,275

$ 8,930,022

$ -

The following is a reconciliation of Investments in Securities for which Level 3 inputs were used in determining value:

Investments in Securities:

Beginning Balance

$ 369

Total Realized Gain (Loss)

(25,822)

Total Unrealized Gain (Loss)

25,854

Cost of Purchases

-

Proceeds of Sales

(401)

Amortization/Accretion

-

Transfers in to Level 3

-

Transfers out of Level 3

-

Ending Balance

$ -

The change in unrealized gain (loss) for the period attributable to Level 3 securities held at October 31, 2010

$ -

The information used in the above reconciliation represents fiscal year to date activity for any Investments in Securities identified as using Level 3 inputs at either the beginning or the end of the current fiscal period. Transfers in or out of Level 3 represent the beginning value of any Security or Instrument where a change in the pricing level occurred from the beginning to the end of the period. The cost of purchases and the proceeds of sales may include securities received or delivered through corporate actions or exchanges. Realized and unrealized gains (losses) disclosed in the reconciliation are included in Net Gain (Loss) on the Fund's Statement of Operations.

Income Tax Information

At October 31, 2010, the Fund had a capital loss carryforward of approximately $24,325,764 of which $8,618,800 and $15,706,964 will expire on October 31, 2016 and 2017, respectively. Capital loss carryforwards are only available to offset future capital gains of the Fund to the extent provided by regulations and may be limited.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

  

October 31, 2010

 

 

 

Assets

Investment in securities, at value (including securities loaned of $337,322 and repurchase agreements of $1,074,000) - See accompanying schedule:

Unaffiliated issuers (cost $64,826,706)

$ 68,180,760

 

Fidelity Central Funds (cost $355,537)

355,537

 

Total Investments (cost $65,182,243)

 

$ 68,536,297

Cash

2,825

Foreign currency held at value (cost $238,396)

238,365

Receivable for investments sold

225,351

Receivable for fund shares sold

93,567

Dividends receivable

171,941

Distributions receivable from Fidelity Central Funds

52

Receivable from investment adviser for expense reductions

65,182

Other receivables

3,697

Total assets

69,337,277

 

 

 

Liabilities

Payable for investments purchased

$ 107,723

Payable for fund shares redeemed

67,777

Accrued management fee

38,219

Distribution and service plan fees payable

2,988

Other affiliated payables

18,211

Other payables and accrued expenses

109,597

Collateral on securities loaned, at value

355,537

Total liabilities

700,052

 

 

 

Net Assets

$ 68,637,225

Net Assets consist of:

 

Paid in capital

$ 89,611,259

Undistributed net investment income

724,017

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(25,059,753)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

3,361,702

Net Assets

$ 68,637,225

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

  

October 31, 2010

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share ($5,029,222 ÷ 683,520 shares)

$ 7.36

 

 

 

Maximum offering price per share (100/94.25 of $7.36)

$ 7.81

Class T:
Net Asset Value
and redemption price per share ($1,003,572 ÷ 135,346 shares)

$ 7.41

 

 

 

Maximum offering price per share (100/96.50 of $7.41)

$ 7.68

Class B:
Net Asset Value
and offering price per share ($327,327 ÷ 44,417 shares)A

$ 7.37

 

 

 

Class C:
Net Asset Value
and offering price per share ($1,422,646 ÷ 193,344 shares)A

$ 7.36

 

 

 

Total International Equity:
Net Asset Value
, offering price and redemption price per share ($60,826,332 ÷ 8,257,843 shares)

$ 7.37

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($28,126 ÷ 3,827 shares)

$ 7.35

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Operations

  

Year ended October 31, 2010

 

  

  

Investment Income

  

  

Dividends

 

$ 1,628,770

Interest

 

1,411

Income from Fidelity Central Funds

 

17,945

Income before foreign taxes withheld

 

1,648,126

Less foreign taxes withheld

 

(137,196)

Total income

 

1,510,930

 

 

 

Expenses

Management fee
Basic fee

$ 407,616

Performance adjustment

(31,057)

Transfer agent fees

168,397

Distribution and service plan fees

32,016

Accounting and security lending fees

29,939

Custodian fees and expenses

283,045

Independent trustees' compensation

315

Registration fees

81,296

Audit

89,169

Legal

347

Miscellaneous

625

Total expenses before reductions

1,061,708

Expense reductions

(324,723)

736,985

Net investment income (loss)

773,945

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

1,923,248

Foreign currency transactions

(17,111)

Total net realized gain (loss)

 

1,906,137

Change in net unrealized appreciation (depreciation) on:

Investment securities

5,446,085

Assets and liabilities in foreign currencies

1,641

Total change in net unrealized appreciation (depreciation)

 

5,447,726

Net gain (loss)

7,353,863

Net increase (decrease) in net assets resulting from operations

$ 8,127,808

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Changes in Net Assets

  

Year ended
October 31,
2010

Year ended
October 31,
2009

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 773,945

$ 445,721

Net realized gain (loss)

1,906,137

(15,995,813)

Change in net unrealized appreciation (depreciation)

5,447,726

25,959,338

Net increase (decrease) in net assets resulting
from operations

8,127,808

10,409,246

Distributions to shareholders from net investment income

(411,223)

(859,670)

Distributions to shareholders from net realized gain

(169,935)

-

Total distributions

(581,158)

(859,670)

Share transactions - net increase (decrease)

18,410,630

(6,640,043)

Redemption fees

6,300

1,869

Total increase (decrease) in net assets

25,963,580

2,911,402

 

 

 

Net Assets

Beginning of period

42,673,645

39,762,243

End of period (including undistributed net investment income of $724,017 and undistributed net investment income of $385,749, respectively)

$ 68,637,225

$ 42,673,645

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,

2010

2009

2008 F

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 6.40

$ 4.90

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) C

  .08

  .06

  .11

Net realized and unrealized gain (loss)

  .95

  1.55

  (5.21)

Total from investment operations

  1.03

  1.61

  (5.10)

Distributions from net investment income

  (.04)

  (.11)

  -

Distributions from net realized gain

  (.03)

  -

  -

Total distributions

  (.07)

  (.11)

  -

Redemption fees added to paid in capital C, H

  -

  -

  -

Net asset value, end of period

$ 7.36

$ 6.40

$ 4.90

Total Return A, B

  16.17%

  33.87%

  (51.00)%

Ratios to Average Net Assets D, G

 

 

 

Expenses before reductions

  2.02%

  2.09%

  2.00%

Expenses net of fee waivers, if any

  1.50%

  1.50%

  1.50%

Expenses net of all reductions

  1.47%

  1.47%

  1.48%

Net investment income (loss)

  1.15%

  1.13%

  1.35%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 5,029

$ 3,727

$ 5,944

Portfolio turnover rate E

  67%

  98%

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F For the period November 1, 2007 (commencement of operations) to October 31, 2008.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,

2010

2009

2008 F

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 6.40

$ 4.88

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) C

  .06

  .04

  .09

Net realized and unrealized gain (loss)

  .95

  1.57

  (5.21)

Total from investment operations

  1.01

  1.61

  (5.12)

Distributions from net investment income

  -

  (.09)

  -

Redemption fees added to paid in capital C, H

  -

  -

  -

Net asset value, end of period

$ 7.41

$ 6.40

$ 4.88

Total Return A, B

  15.78%

  33.74%

  (51.20)%

Ratios to Average Net Assets D, G

 

 

 

Expenses before reductions

  2.31%

  2.34%

  2.42%

Expenses net of fee waivers, if any

  1.75%

  1.75%

  1.75%

Expenses net of all reductions

  1.72%

  1.72%

  1.73%

Net investment income (loss)

  .90%

  .88%

  1.10%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 1,004

$ 1,526

$ 2,567

Portfolio turnover rate E

  67%

  98%

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F For the period November 1, 2007 (commencement of operations) to October 31, 2008.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,

2010

2009

2008 F

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 6.39

$ 4.86

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) C

  .03

  .02

  .05

Net realized and unrealized gain (loss)

  .95

  1.56

  (5.19)

Total from investment operations

  .98

  1.58

  (5.14)

Distributions from net investment income

  -

  (.05)

  -

Redemption fees added to paid in capital C, H

  -

  -

  -

Net asset value, end of period

$ 7.37

$ 6.39

$ 4.86

Total Return A, B

  15.34%

  32.95%

  (51.40)%

Ratios to Average Net Assets D, G

 

 

 

Expenses before reductions

  2.81%

  2.82%

  2.92%

Expenses net of fee waivers, if any

  2.25%

  2.25%

  2.25%

Expenses net of all reductions

  2.22%

  2.22%

  2.24%

Net investment income (loss)

  .40%

  .38%

  .60%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 327

$ 1,337

$ 2,505

Portfolio turnover rate E

  67%

  98%

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F For the period November 1, 2007 (commencement of operations) to October 31, 2008.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,

2010

2009

2008 F

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 6.39

$ 4.86

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) C

  .03

  .02

  .05

Net realized and unrealized gain (loss)

  .94

  1.56

  (5.19)

Total from investment operations

  .97

  1.58

  (5.14)

Distributions from net investment income

  -

  (.05)

  -

Redemption fees added to paid in capital C, H

  -

  -

  -

Net asset value, end of period

$ 7.36

$ 6.39

$ 4.86

Total Return A, B

  15.18%

  33.10%

  (51.40)%

Ratios to Average Net Assets D, G

 

 

 

Expenses before reductions

  2.80%

  2.85%

  2.92%

Expenses net of fee waivers, if any

  2.25%

  2.25%

  2.25%

Expenses net of all reductions

  2.22%

  2.22%

  2.23%

Net investment income (loss)

  .40%

  .38%

  .60%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 1,423

$ 1,714

$ 2,787

Portfolio turnover rate E

  67%

  98%

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F For the period November 1, 2007 (commencement of operations) to October 31, 2008.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

H Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Total International Equity

Years ended October 31,

2010

2009

2008 E

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 6.41

$ 4.91

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) B

  .09

  .07

  .13

Net realized and unrealized gain (loss)

  .96

  1.55

  (5.21)

Total from investment operations

  1.05

  1.62

  (5.08)

Distributions from net investment income

  (.06)

  (.12)

  (.01)

Distributions from net realized gain

  (.03)

  -

  -

Total distributions

  (.09)

  (.12)

  (.01)

Redemption fees added to paid in capital B, G

  -

  -

  -

Net asset value, end of period

$ 7.37

$ 6.41

$ 4.91

Total Return A

  16.45%

  34.23%

  (50.87)%

Ratios to Average Net Assets C, F

 

 

 

Expenses before reductions

  1.79%

  1.87%

  1.89%

Expenses net of fee waivers, if any

  1.25%

  1.25%

  1.25%

Expenses net of all reductions

  1.22%

  1.22%

  1.23%

Net investment income (loss)

  1.40%

  1.38%

  1.60%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 60,826

$ 33,061

$ 23,226

Portfolio turnover rate D

  67%

  98%

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E For the period November 1, 2007 (commencement of operations) to October 31, 2008.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,

2010

2009

2008 E

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 6.41

$ 4.91

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) B

  .10

  .07

  .13

Net realized and unrealized gain (loss)

  .95

  1.55

  (5.21)

Total from investment operations

  1.05

  1.62

  (5.08)

Distributions from net investment income

  (.08)

  (.12)

  (.01)

Distributions from net realized gain

  (.03)

  -

  -

Total distributions

  (.11)

  (.12)

  (.01)

Redemption fees added to paid in capital B, G

  -

  -

  -

Net asset value, end of period

$ 7.35

$ 6.41

$ 4.91

Total Return A

  16.48%

  34.23%

  (50.87)%

Ratios to Average Net Assets C, F

 

 

 

Expenses before reductions

  1.82%

  1.80%

  1.91%

Expenses net of fee waivers, if any

  1.25%

  1.25%

  1.25%

Expenses net of all reductions

  1.23%

  1.22%

  1.23%

Net investment income (loss)

  1.40%

  1.38%

  1.60%

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 28

$ 1,308

$ 2,733

Portfolio turnover rate D

  67%

  98%

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E For the period November 1, 2007 (commencement of operations) to October 31, 2008.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or reductions from other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2010

1. Organization.

Fidelity Total International Equity Fund (the Fund) is a fund of Fidelity Investment Trust (the Trust) and is authorized to issue an unlimited number of shares. The Trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class C, Total International Equity and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Effective after the close of business on September 1, 2010, Class B shares were closed to new accounts and additional purchases by existing shareholders. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the Securities and Exchange Commission (the SEC) web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC web site or upon request.

Annual Report

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP), which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. The Fund uses independent pricing services approved by the Board of Trustees to value its investments. When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include market or security specific events. The frequency with which these procedures are used cannot be predicted and they may be utilized to a significant extent. The value used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

The Fund categorizes the inputs to valuation techniques used to value its investments into a disclosure hierarchy consisting of three levels as shown below.

Level 1 - quoted prices in active markets for identical investments

Level 2 - other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, etc.)

Level 3 - unobservable inputs (including the fund's own assumptions based on the best information available)

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. The aggregate value of investments by input level, as of October 31, 2010, as well as a roll forward of Level 3 securities, is included at the end of the Fund's Schedule of Investments. Valuation techniques used to value the Fund's investments by major category are as follows.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price or may be valued using the last available price and are generally categorized as Level 2 in the hierarchy. For foreign equity securities, when significant market or security specific events arise, comparisons to the valuation of American Depositary Receipts (ADRs), futures contracts, Exchange-traded funds (ETFs) and certain indexes as well as

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Security Valuation - continued

quoted prices for similar securities are used and are categorized as Level 2 in the hierarchy in these circumstances. Utilizing these techniques may result in transfers between Level 1 and Level 2. For restricted equity securities and private placements where observable inputs are limited, assumptions about market activity and risk are used and are categorized as Level 3 in the hierarchy.

ETFs are valued at their last sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded and are categorized as Level 1 in the hierarchy. In the event there were no sales during the day but the exchange reports a closing bid level, ETFs are valued at the closing bid and would be categorized as Level 1 in the hierarchy. In the event there was no closing bid, ETFs may be valued by another method that the Board of Trustees believes reflects fair value in accordance with the Board's fair value pricing policies and may be categorized as Level 2 in the hierarchy.

Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day and are categorized as Level 1 in the hierarchy. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates fair value and are categorized as Level 2 in the hierarchy.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Gains and losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the Trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned amongst each fund in the Trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year the Fund intends to qualify as a regulated investment company, including distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. As of October 31, 2010, the Fund did not have any unrecognized tax benefits in the accompanying financial statements. A fund's federal tax return is subject to examination by the Internal Revenue Service (IRS) for a period of three years. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are declared and recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Book-tax differences are primarily due to the short-term gain distributions from the Underlying Funds, foreign currency transactions, passive foreign investment companies (PFIC), partnerships, capital loss carryforwards and losses deferred due to wash sales.

The federal tax cost of investment securities and unrealized appreciation (depreciation) as of period end were as follows:

Gross unrealized appreciation

$ 8,591,290

Gross unrealized depreciation

(6,168,619)

Net unrealized appreciation (depreciation)

$ 2,422,671

 

 

Tax Cost

$ 66,113,626

The tax-based components of distributable earnings as of period end were as follows:

Undistributed ordinary income

$ 921,411

Capital loss carryforward

$ (24,325,764)

Net unrealized appreciation (depreciation)

$ 2,430,319

The tax character of distributions paid was as follows:

 

October 31, 2010

October 31, 2009

Ordinary Income

$ 581,158

$ 859,670

Short-Term Trading (Redemption) Fees. Shares held by investors in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the net asset value of shares redeemed. All redemption fees, which reduce the proceeds of the shareholder redemption, are retained by the Funds and accounted for as an addition to paid in capital.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the SEC which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the

Annual Report

4. Operating Policies - continued

Repurchase Agreements - continued

counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $54,337,237 and $37,096,392, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of Total International Equity as compared to an appropriate benchmark index. The Fund's performance adjustment took effect in November 2008. Subsequent months will be added until the performance period includes 36 months. For the period, the total annual management fee rate, including the performance adjustment, was .65% of the Fund's average net assets.

Distribution and Service Plan Fees. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan Fees - continued

selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates, total fees and amounts retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Total
Fees

Retained
by FDC

Class A

-%

.25%

$ 10,450

$ -

Class T

.25%

.25%

4,688

238

Class B

.75%

.25%

3,367

2,686

Class C

.75%

.25%

13,511

6,154

 

 

 

$ 32,016

$ 9,078

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% for certain purchases of Class A shares (1.00% to .50% prior to July 12, 2010) and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 2,966

Class T

2,078

Class B*

920

Class C*

13

 

$ 5,977

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

shareholder reports, except proxy statements. For the period, transfer agent fees for each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 11,393

.27

Class T

3,002

.32

Class B

954

.28

Class C

4,057

.30

Total International Equity

148,596

.29

Institutional Class

395

.23

 

$ 168,397

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $437 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR or an affiliate in a $3.75 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro-rata portion of the line of credit, which amounted to $219 and is reflected in Miscellaneous expenses on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities through a lending agent from time to time in order to earn additional income. The lending agent may loan securities to certain qualified borrowers, including Fidelity Capital Markets (FCM), a broker-dealer affiliated with the Fund. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned

Annual Report

Notes to Financial Statements - continued

8. Security Lending - continued

securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less rebates paid to borrowers and lending agent fees associated with the loan, plus any premium payments received for lending certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Total security lending income during the period amounted to $17,945. During the period, there were no securities loaned to FCM.

9. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

 

 

 

Class A

1.50%

$ 22,035

Class T

1.75%

5,266

Class B

2.25%

1,870

Class C

2.25%

7,481

Total International Equity

1.25%

272,664

Institutional Class

1.25%

962

 

 

$ 310,278

Effective November 1, 2010 the expense limitation will be changed to 1.45%, 1.70%, 2.20%, 2.20%, 1.20% and 1.20% for Class A, T, B, C, Total International Equity and Institutional, respectively.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $14,445 for the period.

Annual Report

10. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2010

2009

From net investment income

 

 

Class A

$ 26,391

$ 131,963

Class T

-

45,379

Class B

-

24,856

Class C

-

30,949

Total International Equity

382,451

560,888

Institutional Class

2,381

65,635

Total

$ 411,223

$ 859,670

From net realized gain

 

 

Class A

$ 14,995

$ -

Total International Equity

154,214

-

Institutional Class

726

-

Total

$ 169,935

$ -

11. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Class A

 

 

 

 

Shares sold

443,125

372,557

$ 2,924,922

$ 1,887,197

Reinvestment of distributions

5,568

30,531

37,804

130,977

Shares redeemed

(347,260)

(1,035,215)

(2,296,503)

(5,265,367)

Net increase (decrease)

101,433

(632,127)

$ 666,223

$ (3,247,193)

Class T

 

 

 

 

Shares sold

121,719

59,609

$ 807,663

$ 314,219

Reinvestment of distributions

-

10,553

-

45,379

Shares redeemed

(224,749)

(357,387)

(1,531,457)

(2,032,994)

Net increase (decrease)

(103,030)

(287,225)

$ (723,794)

$ (1,673,396)

Class B

 

 

 

 

Shares sold

30,066

19,155

$ 198,826

$ 103,145

Reinvestment of distributions

-

5,760

-

24,827

Shares redeemed

(194,792)

(331,368)

(1,332,260)

(1,871,062)

Net increase (decrease)

(164,726)

(306,453)

$ (1,133,434)

$ (1,743,090)

Annual Report

Notes to Financial Statements - continued

11. Share Transactions - continued

 

Shares

Dollars

Years ended October 31,

2010

2009

2010

2009

Class C

 

 

 

 

Shares sold

86,496

111,127

$ 580,588

$ 616,982

Reinvestment of distributions

-

7,163

-

30,872

Shares redeemed

(161,545)

(423,400)

(1,102,805)

(2,395,281)

Net increase (decrease)

(75,049)

(305,110)

$ (522,217)

$ (1,747,427)

Total International Equity

 

 

 

 

Shares sold

6,833,012

2,869,211

$ 45,955,028

$ 16,097,831

Reinvestment of distributions

74,043

124,381

502,009

533,594

Shares redeemed

(3,806,841)

(2,570,692)

(24,965,317)

(12,899,110)

Net increase (decrease)

3,100,214

422,900

$ 21,491,720

$ 3,732,315

Institutional Class

 

 

 

 

Shares sold

377

5,817

$ 2,481

$ 30,049

Reinvestment of distributions

460

15,268

3,106

65,500

Shares redeemed

(201,123)

(373,992)

(1,373,455)

(2,056,801)

Net increase (decrease)

(200,286)

(352,907)

$ (1,367,868)

$ (1,961,252)

12. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity Total International Equity Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Total International Equity Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2010, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Total International Equity Fund as of October 31, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 14, 2010

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, oversee management of the risks associated with such activities and contractual arrangements, and review the fund's performance. Except for James C. Curvey, each of the Trustees oversees 221 funds advised by FMR or an affiliate. Mr. Curvey oversees 410 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

Experience, Skills, Attributes, and Qualifications of the Fund's Trustees. The Governance and Nominating Committee has adopted a statement of policy that describes the experience, qualifications, attributes, and skills that are necessary and desirable for potential Independent Trustee candidates (Statement of Policy). The Board believes that each Trustee satisfied at the time he or she was initially elected or appointed a Trustee, and continues to satisfy, the standards contemplated by the Statement of Policy. The Governance and Nominating Committee also engages professional search firms to help identify potential Independent Trustee candidates who have the experience, qualifications, attributes, and skills consistent with the Statement of Policy. From time to time, additional criteria based on the composition and skills of the current Independent Trustees, as well as experience or skills that may be appropriate in light of future changes to board composition, business conditions, and regulatory or other developments, have also been considered by the professional search firms and the Governance and Nominating Committee. In addition, the Board takes into account the Trustees' commitment and participation in Board and committee meetings, as well as their leadership of standing and ad hoc committees throughout their tenure.

In determining that a particular Trustee was and continues to be qualified to serve as a Trustee, the Board has considered a variety of criteria, none of which, in isolation, was controlling. The Board believes that, collectively, the Trustees have balanced and diverse experience, qualifications, attributes, and skills, which allow the Board to operate effectively in governing the fund and protecting the interests of shareholders. Information about the specific experience, skills, attributes, and qualifications of each Trustee, which in each case led to the Board's conclusion that the Trustee should serve (or continue to serve) as a trustee of the fund, is provided below.

Annual Report

Trustees and Officers - continued

Board Structure and Oversight Function. Edward C. Johnson 3d is an interested person (as defined in the 1940 Act) and currently serves as Chairman. The Trustees have determined that an interested Chairman is appropriate and benefits shareholders because an interested Chairman has a personal and professional stake in the quality and continuity of services provided to the fund. Independent Trustees exercise their informed business judgment to appoint an individual of their choosing to serve as Chairman, regardless of whether the Trustee happens to be independent or a member of management. The Independent Trustees have determined that they can act independently and effectively without having an Independent Trustee serve as Chairman and that a key structural component for assuring that they are in a position to do so is for the Independent Trustees to constitute a substantial majority for the Board. The Independent Trustees also regularly meet in executive session. Ned C. Lautenbach serves as Chairman of the Independent Trustees and as such (i) acts as a liaison between the Independent Trustees and management with respect to matters important to the Independent Trustees and (ii) with management prepares agendas for Board meetings.

Fidelity funds are overseen by different Boards of Trustees. The fund's Board oversees Fidelity's equity and high income funds and another Board oversees Fidelity's investment-grade bond, money market, and asset allocation funds. The asset allocation funds may invest in Fidelity funds overseen by the fund's Board. The use of separate Boards, each with its own committee structure, allows the Trustees of each group of Fidelity funds to focus on the unique issues of the funds they oversee, including common research, investment, and operational issues. On occasion, the separate Boards establish joint committees to address issues of overlapping consequences for the Fidelity funds overseen by each Board.

The Trustees operate using a system of committees to facilitate the timely and efficient consideration of all matters of importance to the Trustees, the fund, and fund shareholders and to facilitate compliance with legal and regulatory requirements and oversight of the fund's activities and associated risks. The Board, acting through its committees, has charged FMR and its affiliates with (i) identifying events or circumstances the occurrence of which could have demonstrably adverse effects on the fund's business and/or reputation; (ii) implementing processes and controls to lessen the possibility that such events or circumstances occur or to mitigate the effects of such events or circumstances if they do occur; and (iii) creating and maintaining a system designed to evaluate continuously business and market conditions in order to facilitate the identification and implementation processes described in (i) and (ii) above. Because the day-to-day operations and activities of the fund are carried out by or through FMR, its affiliates and other service providers, the fund's exposure to risks is mitigated but not eliminated by the processes overseen by the Trustees. While each of the Board's committees has responsibility for overseeing different aspects of the fund's activities, oversight is exercised primarily through the Operations, Audit, and Compliance Committees. Appropriate personnel, including but not limited to the fund's Chief Compliance Officer (CCO), FMR's internal auditor, the independent accountants, the fund's Treasurer and portfolio management personnel, make periodic reports to the Board's committees, as appropriate. The responsibilities of each committee, including their oversight responsibilities, are described further under "Standing Committees of the Fund's Trustees."

Annual Report

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupations and Other Relevant Experience+

Edward C. Johnson 3d (80)

 

Year of Election or Appointment: 1984

Mr. Johnson is Trustee and Chairman of the Board of Trustees of certain Trusts. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (75)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of Fidelity Investments Money Management, Inc. (2009-present), Director of Fidelity Research & Analysis Co. (2009-present) and Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2007-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University. Previously, Mr. Curvey was the Vice Chairman (2006-2007) and Director (2000-2007) of FMR Corp.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR.

Annual Report

Trustees and Officers - continued

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupations and Other Relevant Experience+

Dennis J. Dirks (62)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) and President and Board member of the National Securities Clearing Corporation (NSCC). In addition, Mr. Dirks served as Chief Executive Officer and Board member of the Government Securities Clearing Corporation, Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation, as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-2008). Mr. Dirks is a member of the Independent Directors Council (IDC) Governing Council (2010-Present) and Board of Directors for The Brookville Center for Children's Services, Inc. (2009-present).

Alan J. Lacy (57)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (private equity). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb Company (global pharmaceuticals, 2007-present). Mr. Lacy is Chairman (2008-present) and a member (2006-present) of the Board of Trustees of The National Parks Conservation Association.

Ned C. Lautenbach (66)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Lautenbach currently serves as the Lead Director of the Eaton Corporation Board of Directors (diversified industrial, 1997-present). Mr. Lautenbach is also a member of the Board of Directors of the Philharmonic Center for the Arts in Naples, Florida (1999-present); a member of the Board of Trustees of Fairfield University (2005-present); and a member of the Council on Foreign Relations (1994-present). Previously, Mr. Lautenbach was a Partner/Advisory Partner at Clayton, Dubilier & Rice, Inc. (private equity investment, 1998-2010), as well as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (66)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Group plc. (global insurance and re-insurance, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). Previously, Mr. Mauriello served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (66)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Board of Directors of the Teagle Foundation (2009-present). Ms. Small is also a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. In addition, Ms. Small serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College. In addition, Ms. Small served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (71)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Vice Chairman of the Independent Trustees of the Equity and High Income Funds (2006-present). Mr. Stavropoulos serves as President and Founder of the Michigan Baseball Foundation, the Great Lakes Loons (2007-present). Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President, CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, Mr. Stavropoulos is Chairman of Univar (global distributor of commodity and specialty chemicals, 2010-present), a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment, 2005-
present). Mr. Stavropoulos is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (61)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (60)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a Director of Asia Pacific Exploration Consolidated (international oil and gas exploration and production, 2008-present). Mr. Wiley serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production, 2005-present). In addition, Mr. Wiley also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-2010), as a Senior Energy Advisor of Katzenbach Partners, LLC (consulting, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production, 2001-2005).

Annual Report

+ The information above includes each Trustee's principal occupation during the last five years and other information relating to the experience, attributes, and skills relevant to each Trustee's qualifications to serve as a Trustee, which led to the conclusion that each Trustee should serve as a Trustee for the fund.

Advisory Board Member and Executive Officers:

Correspondence intended for each executive officer and Peter S. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR and FMR Co., Inc. In addition, Mr. Lynch serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (41)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins also serves as President and Treasurer (2010-present) and Assistant Treasurer (2009-present) of other Fidelity funds and is an employee of Fidelity Investments (2004-present). Previously, Mr. Robins served as Deputy Treasurer of the Fidelity funds (2005-2008) and Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolios (2006-2008).

Bruce T. Herring (45)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Chief Investment Officer and Director of Fidelity Management & Research (U.K.) Inc. (2010-present) and Group Chief Investments Officer of FMR. Previously, Mr. Herring served as Vice President (2005-2006) and Senior Vice President (2006-2007) of Fidelity Management & Research Company, Vice President of FMR Co., Inc. (2001-2007) and as a portfolio manager for Fidelity U.S. Equity Funds.

Brian B. Hogan (46)

 

Year of Election or Appointment: 2009

Vice President of certain Equity Funds and Vice President of Sector Funds. Mr. Hogan also serves as President of FMR's Equity Division (2009-present). Previously, Mr. Hogan served as Senior Vice President, Equity Research of FMR (2006-2009) and as a portfolio manager.

Scott C. Goebel (42)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as Secretary and CLO of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present); General Counsel, Secretary, and Senior Vice President of FMR (2008-present) and FMR Co., Inc. (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present), Fidelity Investments Money Management, Inc. (2008-present), Fidelity Management & Research (U.K.) Inc. (2008-present), and Fidelity Research and Analysis Company (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

William C. Coffey (41)

 

Year of Election or Appointment: 2009

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. Coffey also serves as Senior Vice President and Deputy General Counsel of FMR LLC (2010-present), and is an employee of Fidelity Investments. Previously, Mr. Coffey served as Vice President and Associate General Counsel of FMR LLC (2005-2009).

Holly C. Laurent (56)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent also serves as AML Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present) and is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), and Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (52)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. Ms. Reynolds served as Chief Operating Officer of FPCMS (2007-2008). Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007).

Kenneth A. Rathgeber (63)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), Pyramis Global Advisors, LLC (2005-present), and Strategic Advisers, Inc. (2005-present).

Jeffrey S. Christian (49)

 

Year of Election or Appointment: 2009

Deputy Treasurer of the Fidelity funds. Mr. Christian is an employee of Fidelity Investments. Previously, Mr. Christian served as Chief Financial Officer (2008-2009) of certain Fidelity funds and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2004-2009).

Bryan A. Mehrmann (49)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments.

Adrien E. Deberghes (43)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes also serves as Assistant Treasurer of other Fidelity funds (2010-present) and is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Stephanie J. Dorsey (41)

 

Year of Election or Appointment: 2010

Assistant Treasurer of Fidelity's Equity and High Income Funds. Ms. Dorsey also serves as Deputy Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments (2008-present). Previously, Ms. Dorsey served as Treasurer (2004-2008) of the JPMorgan Mutual Funds and Vice President (2004-2008) of JPMorgan Chase Bank.

John R. Hebble (52)

 

Year of Election or Appointment: 2009

Assistant Treasurer of Fidelity's Equity and High Income Funds. Mr. Hebble also serves as Treasurer and Chief Financial Officer of The North Carolina Capital Management Trust: Cash and Term Portfolio (2008-present), President and Treasurer of other Fidelity funds (2008-present) and is an employee of Fidelity Investments.

Gary W. Ryan (52)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

Jonathan Davis (42)

 

Year of Election or Appointment: 2010

Assistant Treasurer of the Fidelity funds. Mr. Davis is an employee of Fidelity Investments. Previously, Mr. Davis served as Vice President and Associate General Counsel of FMR LLC (2003-2010).

Annual Report

Distributions (Unaudited)

The Board of Trustees of Fidelity Total International Equity Fund voted to pay to shareholders of record at the opening of business on record date, the following distributions per share derived from capital gains realized from sales of portfolio securities, and dividends derived from net investment income:

 

Pay Date

Record Date

Dividends

Capital Gains

Institutional Class

12/06/10

12/03/10

$0.081

$0.023

Institutional Class designates 100% of dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Institutional Class

12/07/2009

$0.089

$0.0119

The fund will notify shareholders in January 2011 of amounts for use in preparing 2010 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Total International Equity Fund

Each year, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information relevant to the renewal of the Advisory Contracts throughout the year.

The Board meets regularly and considers at each of its meetings factors that are relevant to its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. The Board has established various standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. The Board, acting directly and through its Committees, requests and receives information concerning the annual consideration of the renewal of the fund's Advisory Contracts. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts. Members of the Board may also meet with trustees of other Fidelity funds through ad hoc joint committees to discuss certain matters relevant to the Fidelity funds.

At its July 2010 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In considering whether to renew the Advisory Contracts for the fund, the Board reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts is in the best interests of fund shareholders and that the compensation to be received by Fidelity under the management contract is fair and reasonable. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by Fidelity's competitors, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered the staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives to act in the best interest of the fund.

Resources Dedicated to Investment Management and Support Services. The Board and the equity research subcommittee of the Board's Fund Oversight Committee reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools and market and securities data that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers. The Board noted FMR's continued focus on strengthening the organization and discipline of equity portfolio management and research.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the investment adviser's supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services.

The Board noted that the growth of fund assets over time across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing a large variety of mutual fund investor services. The Board noted that Fidelity had taken, or had made recommendations that resulted in the Fidelity funds taking, a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and restructuring and broadening the focus of the investment research teams; (ii) bolstering the senior management team that oversees asset management; (iii) launching Class F of certain funds as a lower-fee class available to Freedom K and Freedom Index Funds; (iv) lowering the initial investment minimums and ongoing balance requirements for Real Estate High Income Fund; (v) eliminating subsequent purchase minimums for all funds and adding a waiver of the investment minimum requirement for new accounts opened with the proceeds of a systematic withdrawal plan; (vi) eliminating the withdrawal minimum and maximum limits for systematic withdrawals from Advisor funds; (vii) expanding sales load waivers on Class A shares for Destiny Planholders and expanding Institutional Class eligibility for Class O Destiny Planholders; and (viii) changing certain Class A and Class T sales charge structures to further align them with industry practices.

Investment Performance. The Board considered whether the fund has operated in accordance with its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by Fidelity and reviewed by the Board. Because the fund had been in existence less than three calendar years, the following chart considered by the Board shows, for the one-year period ended December 31, 2009, the total returns of the retail class and Class B of the fund, the total return of a broad-based securities market index ("benchmark"), and a range of total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. The returns of the retail class and Class B show the performance of the highest and lowest performing classes, respectively. The box within the chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below the chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Fidelity Total International Equity Fund

elm1403

The Board reviewed the fund's relative investment performance against its peer group and noted that the performance of the retail class of the fund was in the first quartile for the period shown. The Board also noted that the investment performance of the fund was lower than its benchmark for the period shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board also reviewed the fund's performance since inception as well as performance in the current year. The Board noted that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance and factoring in the unprecedented market events in recent years, the Board concluded that the nature, extent, and quality of investment management and support services and of shareholder and administrative services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared.

Management Fee. The Board considered two proprietary management fee comparisons for the 12-month (or shorter) periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 15% means that 85% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Fidelity Total International Equity Fund

elm1405

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2009. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the period shown in the performance chart above.

Based on its review, the Board concluded that the fund's management fee is fair and reasonable in light of the services that the fund receives and the other factors considered.

Total Expenses. In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A and the retail class ranked below its competitive median for 2009, the total expenses of Class B ranked equal to its competitive median for 2009, and the total expenses of each of Class T, Class C, and Institutional Class ranked above its competitive median for 2009. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fees Charged to Other Fidelity Clients. The Board also considered Fidelity fee structures and other information with respect to clients of FMR and its affiliates, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients. In March 2010, the Board created an ad hoc joint committee with the board of other Fidelity funds (the Committee) to review and compare Fidelity's institutional investment advisory business with its business of providing services to the Fidelity funds, including the differences in services provided, fees charged, and costs incurred, as well as competition in their respective marketplaces.

Based on its review of total expenses and fees charged to other Fidelity clients, the Board concluded that the total expenses of each class of the fund were reasonable, although in some cases above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered, including the findings of the Committee.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

The Board has also reviewed Fidelity's non-fund businesses and fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and were satisfied that the profitability was not excessive in the circumstances.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

In February 2009, the Board and the board of other Fidelity funds created an ad hoc committee (the Economies of Scale Committee) to analyze whether FMR attains economies of scale in respect of the management and servicing of the Fidelity funds, whether the Fidelity funds have appropriately benefited from such economies of scale, and whether there is potential for realization of any further economies of scale.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR calculates the group fee rates based on a tiered asset "breakpoint" schedule that varies based on asset class. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total Fidelity fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will benefit from lower management fees as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board concluded, considering the findings of the Economies of Scale Committee, that any potential economies of scale are being appropriately shared between fund shareholders and Fidelity.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends, actions to be taken by FMR to improve certain funds' overall performance, and Fidelity's long-term strategies for certain funds; (ii) portfolio manager changes that have occurred during the past year and length of portfolio manager tenure for different categories of funds over time; (iii) Fidelity's compensation structure for portfolio managers, research analysts, and other key personnel, the rationale for the compensation structure, and how the compensation structure provides appropriate performance incentives; (iv) the amount of the investment that each portfolio manager has made in the Fidelity fund(s) that he or she manages; (v) management and other fees paid by FMR to affiliated sub-advisers on behalf of the Fidelity funds; (vi) Fidelity's fee structures and rationale for recommending different fees among different categories of funds; (vii) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees; (viii) the rationale for any differences between fund fee structures and fee structures in place for other Fidelity clients; and (ix) explanations regarding the relative total expenses borne by certain funds and classes, total expense competitive trends, and actions that might be taken by FMR to reduce total expenses for certain funds and classes.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Based on its evaluation of all of the conclusions noted above, and after considering all factors it believed relevant, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

FIL Investments (Japan) Limited

FIL Investment Advisors
(U.K.) Limited

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

State Street Bank & Trust Company

Quincy, MA

ATIEI-UANN-1210
1.853356.102

elm807

Item 2. Code of Ethics

As of the end of the period, October 31, 2010, Fidelity Investment Trust (the trust) has adopted a code of ethics, as defined in Item 2 of Form N-CSR, that applies to its President and Treasurer and its Chief Financial Officer. A copy of the code of ethics is filed as an exhibit to this Form N-CSR.

Item 3. Audit Committee Financial Expert

The Board of Trustees of the trust has determined that Joseph Mauriello is an audit committee financial expert, as defined in Item 3 of Form N-CSR.   Mr. Mauriello is independent for purposes of Item 3 of Form N-CSR.  

Item 4. Principal Accountant Fees and Services

Fees and Services

The following table presents fees billed by Deloitte & Touche LLP, the member firms of Deloitte Touche Tohmatsu, and their respective affiliates (collectively, "Deloitte Entities") in each of the last two fiscal years for services rendered to Fidelity Diversified International Fund, Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund, Fidelity Europe Capital Appreciation Fund, Fidelity International Capital Appreciation Fund, Fidelity International Small Cap Fund, Fidelity International Small Cap Opportunities Fund, Fidelity International Value Fund, Fidelity Series Emerging Markets Fund, Fidelity Series International Small Cap Fund, Fidelity Series International Value Fund, Fidelity Total International Equity Fund, and Fidelity Worldwide Fund (the "Funds"):

Services Billed by Deloitte Entities

October 31, 2010 FeesA, B

 

Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees

Fidelity Diversified International Fund

$89,000

$-

$6,600

$-

Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund

$49,000

$-

$5,800

$-

Fidelity Europe Capital Appreciation Fund

$42,000

$-

$5,600

$-

Fidelity International Capital Appreciation Fund

$48,000

$-

$6,600

$-

Fidelity International Small Cap Fund

$118,000

$-

$6,600

$-

Fidelity International Small Cap Opportunities Fund

$48,000

$-

$5,600

$-

Fidelity International Value Fund

$46,000

$-

$5,600

$-

Fidelity Series Emerging Markets Fund

$31,000

$-

$6,600

$-

Fidelity Series International Small Cap Fund

$33,000

$-

$5,600

$-

Fidelity Series International Value Fund

$33,000

$-

$5,600

$-

Fidelity Total International Equity Fund

$58,000

$-

$6,400

$-

Fidelity Worldwide Fund

$49,000

$-

$5,700

$-

October 31, 2009 FeesA, B, C

 

Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees

Fidelity Diversified International Fund

$90,000

$-

$9,600

$-

Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund

$46,000

$-

$5,800

$-

Fidelity Europe Capital Appreciation Fund

$43,000

$-

$5,600

$-

Fidelity International Capital Appreciation Fund

$49,000

$-

$6,600

$-

Fidelity International Small Cap Fund

$120,000

$-

$6,600

$-

Fidelity International Small Cap Opportunities Fund

$49,000

$-

$5,600

$-

Fidelity International Value Fund

$49,000

$-

$5,600

$-

Fidelity Series Emerging Markets Fund

$31,000

$-

$5,600

$-

Fidelity Series International Small Cap Fund

$-

$-

$-

$-

Fidelity Series International Value Fund

$-

$-

$-

$-

Fidelity Total International Equity Fund

$59,000

$-

$6,400

$-

Fidelity Worldwide Fund

$50,000

$-

$5,600

$-

A Amounts may reflect rounding.

B Fidelity Series International Small Cap Fund and Fidelity Series International Value Fund commenced operations on December 3, 2009.

C Fidelity Series Emerging Markets Fund commenced operations on December 9, 2008.

The following table presents fees billed by PricewaterhouseCoopers LLP ("PwC") in each of the last two fiscal years for services rendered to Fidelity Canada Fund, Fidelity China Region Fund, Fidelity Emerging Asia Fund, Fidelity Emerging Markets Fund, Fidelity Europe Fund, Fidelity Global Commodity Stock Fund, Fidelity International Discovery Fund, Fidelity International Growth Fund, Fidelity Japan Fund, Fidelity Japan Smaller Companies Fund, Fidelity Latin America Fund, Fidelity Nordic Fund, Fidelity Overseas Fund, Fidelity Pacific Basin Fund and Fidelity Series International Growth Fund (the "Funds"):

Services Billed by PwC

October 31, 2010 FeesA, B

 

Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees

Fidelity Canada Fund

$62,000

$-

$4,900

$3,500

Fidelity China Region Fund

$57,000

$-

$4,900

$2,600

Fidelity Emerging Asia Fund

$59,000

$-

$4,900

$2,400

Fidelity Emerging Markets Fund

$78,000

$-

$5,100

$3,700

Fidelity Europe Fund

$61,000

$-

$12,500

$2,600

Fidelity Global Commodity Stock Fund

$35,000

$-

$2,600

$1,800

Fidelity International Discovery Fund

$80,000

$-

$9,700

$6,300

Fidelity International Growth Fund

$51,000

$-

$4,900

$1,700

Fidelity Japan Fund

$58,000

$-

$4,900

$2,100

Fidelity Japan Smaller Companies Fund

$47,000

$-

$4,900

$1,800

Fidelity Latin America Fund

$63,000

$-

$4,900

$3,600

Fidelity Nordic Fund

$47,000

$-

$4,900

$1,800

Fidelity Overseas Fund

$71,000

$-

$27,700

$4,900

Fidelity Pacific Basin Fund

$59,000

$-

$5,100

$2,000

Fidelity Series International Growth Fund

$36,000

$-

$4,900

$2,300

October 31, 2009 FeesA, B, C

 

Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees

Fidelity Canada Fund

$64,000

$-

$5,000

$3,600

Fidelity China Region Fund

$59,000

$-

$5,000

$2,400

Fidelity Emerging Asia Fund

$64,000

$-

$7,800

$2,700

Fidelity Emerging Markets Fund

$78,000

$-

$27,800

$3,400

Fidelity Europe Fund

$65,000

$-

$5,000

$3,400

Fidelity Global Commodity Stock Fund

$32,000

$-

$2,600

$1,100

Fidelity International Discovery Fund

$83,000

$-

$8,000

$7,500

Fidelity International Growth Fund

$51,000

$-

$5,000

$1,400

Fidelity Japan Fund

$62,000

$-

$5,000

$2,200

Fidelity Japan Smaller Companies Fund

$48,000

$-

$5,000

$1,700

Fidelity Latin America Fund

$63,000

$-

$5,000

$3,600

Fidelity Nordic Fund

$47,000

$-

$5,000

$1,600

Fidelity Overseas Fund

$73,000

$-

$5,200

$6,000

Fidelity Pacific Basin Fund

$59,000

$-

$8,400

$1,800

Fidelity Series International Growth Fund

$-

$-

$-

$-

A Amounts may reflect rounding.

B Fidelity Series International Growth Fund commenced operations on December 3, 2009.

C Fidelity Global Commodity Stock Fund commenced operations on March 25, 2009.

The following table presents fees billed by PwC and Deloitte Entities that were required to be approved by the Audit Committee for services that relate directly to the operations and financial reporting of the Funds and that are rendered on behalf of Fidelity Management & Research Company ("FMR") and entities controlling, controlled by, or under common control with FMR (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser) that provide ongoing services to the Funds ("Fund Service Providers"):

Services Billed by Deloitte Entities

 

October 31, 2010A

October 31, 2009A

Audit-Related Fees

$720,000

$685,000

Tax Fees

$-

$2,000

All Other Fees

$790,000

$215,000

A Amounts may reflect rounding.

Services Billed by PwC

 

October 31, 2010A

October 31, 2009A

Audit-Related Fees

$2,150,000

$2,825,000

Tax Fees

$-

$2,000

All Other Fees

$510,000

$-

A Amounts may reflect rounding.

"Audit-Related Fees" represent fees billed for assurance and related services that are reasonably related to the performance of the fund audit or the review of the fund's financial statements and that are not reported under Audit Fees.

"Tax Fees" represent fees billed for tax compliance, tax advice or tax planning that relate directly to the operations and financial reporting of the fund.

"All Other Fees" represent fees billed for assurance services provided to the fund or Fund Service Provider that relate directly to the operations and financial reporting of the fund, excluding those services that are reported under Audit Fees, Audit-Related Fees or Tax Fees.

Assurance services must be performed by an independent public accountant.

* * *

The aggregate non-audit fees billed by PwC and Deloitte Entities for services rendered to the Funds, FMR (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any Fund Service Provider for each of the last two fiscal years of the Funds are as follows:

Billed By

October 31, 2010 A

October 31, 2009 A

PwC

$5,350,000

$3,595,000

Deloitte Entities

$1,670,000

$1,010,000

A Amounts may reflect rounding.

The trust's Audit Committee has considered non-audit services that were not pre-approved that were provided by PwC and Deloitte Entities to Fund Service Providers to be compatible with maintaining the independence of PwC and Deloitte Entities in their audits of the Funds, taking into account representations from PwC and Deloitte Entities, in accordance with Public Company Accounting Oversight Board rules, regarding their independence from the Funds and their related entities and FMR's review of the appropriateness and permissibility under applicable law of such non-audit services prior to their provision to the Fund Service Providers.

Audit Committee Pre-Approval Policies and Procedures

The trust's Audit Committee must pre-approve all audit and non-audit services provided by a fund's independent registered public accounting firm relating to the operations or financial reporting of the fund. Prior to the commencement of any audit or non-audit services to a fund, the Audit Committee reviews the services to determine whether they are appropriate and permissible under applicable law.

The Audit Committee has adopted policies and procedures to, among other purposes, provide a framework for the Committee's consideration of non-audit services by the audit firms that audit the Fidelity funds. The policies and procedures require that any non-audit service provided by a fund audit firm to a Fidelity fund and any non-audit service provided by a fund auditor to a Fund Service Provider that relates directly to the operations and financial reporting of a Fidelity fund ("Covered Service") are subject to approval by the Audit Committee before such service is provided.

All Covered Services must be approved in advance of provision of the service either: (i) by formal resolution of the Audit Committee, or (ii) by oral or written approval of the service by the Chair of the Audit Committee (or if the Chair is unavailable, such other member of the Audit Committee as may be designated by the Chair to act in the Chair's absence). The approval contemplated by (ii) above is permitted where the Treasurer determines that action on such an engagement is necessary before the next meeting of the Audit Committee.

Non-audit services provided by a fund audit firm to a Fund Service Provider that do not relate directly to the operations and financial reporting of a Fidelity fund are reported to the Audit Committee on a periodic basis.

Non-Audit Services Approved Pursuant to Rule 2-01(c)(7)(i)(C) and (ii) of Regulation S-X ("De Minimis Exception")

There were no non-audit services approved or required to be approved by the Audit Committee pursuant to the De Minimis Exception during the Funds' last two fiscal years relating to services provided to (i) the Funds or (ii) any Fund Service Provider that relate directly to the operations and financial reporting of the Funds.

Item 5. Audit Committee of Listed Registrants

Not applicable.

Item 6. Investments

(a) Not applicable.

(b) Not applicable

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies

Not applicable.

Item 9. Purchase of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders

There were no material changes to the procedures by which shareholders may recommend nominees to the trust's Board of Trustees.

Item 11. Controls and Procedures

(a)(i) The President and Treasurer and the Chief Financial Officer have concluded that the trust's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act) provide reasonable assurances that material information relating to the trust is made known to them by the appropriate persons, based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.

(a)(ii) There was no change in the trust's internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act) that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the trust's internal control over financial reporting.

Item 12. Exhibits

(a)

(1)

Code of Ethics pursuant to Item 2 of Form N-CSR is filed and attached hereto as EX-99.CODE ETH.

(a)

(2)

Certification pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is filed and attached hereto as Exhibit 99.CERT.

(a)

(3)

Not applicable.

(b)

 

Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)) is furnished and attached hereto as Exhibit 99.906CERT.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Fidelity Investment Trust

By:

/s/Kenneth B. Robins

 

Kenneth B. Robins

 

President and Treasurer

 

 

Date:

December 28, 2010

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:

/s/Kenneth B. Robins

 

Kenneth B. Robins

 

President and Treasurer

 

 

Date:

December 28, 2010

By:

/s/Christine Reynolds

 

Christine Reynolds

 

Chief Financial Officer

 

 

Date:

December 28, 2010